My Little Pony: Friendship is Forever
by Fabrosi
Summary: Not to be confused with the other "Friendship is Forever."  When something goes terribly wrong at the Grand Galloping Gala in Canterlot, Twilight Sparkle and friends are thrust into an adventure like they have never experienced before.
1. Chapter 1: The Worst Night Ever

My Little Pony: Friendship is Forever

_Author's note: There is at least one other fanfic by a different author which is also entitled "Friendship is Forever". This fic is completely unrelated. Also, this was written before season 2, though there may be season 2 references that I added in during revisions._

Chapter 1: The Worst Night Ever

_ The two alicorns charged at one another for the hundredth time, each one determined to kill the other. Blasts and spirals of intense magic whirled all around them and the vast hallway of the ancient castle trembled as they clashed, dust and debris cascading from the walls. Meanwhile the screams of war echoed from the bloody, sunny fields outside._

_The smaller alicorn had a coat of deep blue and a mane that was almost black, while the larger had a pure white coat and a majestic, flowing mane of silver and gold. Each struggled to stay on his hooves as terrifying quantities of blood dripped down to the floor. The blue alicorn realized his wounds were so grievous that he would never leave the castle alive, and so he focused the last of his strength into a final blast directed at the other, the intent to end his opponent's life filling up his very being…_

_Sometime later—it might have been seconds or days—a small unicorn filly from far away found herself standing over the two corpses, unsure where she was or how she'd gotten there. The world outside was silent, and might very well have been a black, empty void beyond time or space. She closely examined the white alicorn's broken, bleeding form, and studied his face, noble in death. She searched for the emotions to react to what she was seeing, but they were somewhere just out of reach—or perhaps she just hadn't learned how to feel them yet._

_In one terrible moment, the alicorn's eye opened, the world started shaking, and a voice pierced through her skull—whether from his lips, from his mind, or from the room itself, she couldn't tell. It spoke terrible things in words she didn't understand, chants never meant to be said or thought by any living creature._

_An instant, she saw that she was the alicorn, lying prone on the ground, her helpless, mindless eyes gazing out into infinite nothingness. She was paralyzed at once by death and by the fear of death as some lingering shadow of her consciousness observed the spectacle. There was a terrifying, growing roar in her ears as the older alicorn reached out to her from someplace far away she had never been to and could never see, seizing her, throttling her thoughts, and forcing two words into her struggling, frantic mind:_

"_You someday."_

…

Twilight Sparkle awoke from a strange nightmare, but as she tried to remember what it was about, the details slipped away from her. She was surrounded by the oppressive darkness of a large, strange bedroom, so she shivered and ducked under the covers, warm amongst the hills and valleys of the oversized sheets.

Even though she was very small, barely old enough to wear her cutie mark, Twilight knew that studying under Princess Celestia was the opportunity of a lifetime. After getting acquainted with what would be her new home for at least the next few months, she had started taking her first lessons from Celestia, showing her how much magic she knew already and learning some new spells, scratching the surface of the fantastically complex world of unicorn magic. It had probably been the most exhilarating day of her life.

Now, however, she was beset by fear of the darkness that enveloped her, as well as the inexplicable, lingering dread that her nightmare had left behind—the stomach-sinking pain that she knew would only get worse when she realized what it meant, when it was no longer vague and nameless. She wasn't sure she could fall back asleep.

In an instant, she remembered the most terrifying part of her dream. Shivering alone at the top of a stone tower, she imagined what it would be like to stop thinking and feeling, to become nothing. She shut her eyes so tight that afterimages danced before her. What would it be like to lose even those, along with the rest of her senses and everything about herself? To fall from reality, to go away forever. This was her fate: to die someday, no matter how her life played out. She would cease to be. It all seemed clear and terrifying, her own nonexistence floating before her like a glistening bubble—and the next moment, that bubble burst, swirling away into menacing, foreboding particles, the idea suddenly too vast and alien to wrap her mind around.

She turned the light on and paced uncertainly for a long time, afraid but with nowhere to run to. Her thoughts nipped at her mind no matter how much she tried to brush them away, and she sorely wished she could stop thinking—just for a while. Suddenly, she spotted a moving light in the sky through the window. At first it looked like a star, but as it drew closer, she saw that the source of the light was Princess Celestia's horn, and that she was flying down towards the base of the tower.

She hurried downstairs to answer the door. The alicorn passed inside with utmost grace, her hoofsteps barely making a sound. "Twilight," she said, gazing down at her student and shuffling her wings, "I couldn't help but notice your lights were on. Is there something I can help you with?"

Twilight hesitated. Before her stood a being centuries older than herself, whose calm magenta eyes and gentle smile masked generations' worth of wisdom. She blushed and mumbled "It's… it's nothing."

The princess cocked her head to the side. "Please, if there's anything you need, you should feel free to tell me. We're going to be working very closely throughout your stay here in Canterlot, so it's very important that you're able to communicate with me."

"Well…" Twilight stopped herself. "It's just that I had a bad dream, and when I woke up, I was kind of scared, because it was still really dark… I mean, it's not that bad, so I can probably just go back to bed…"

Celestia smiled reassuringly at her. "I understand completely. It's strange, being away from home for so long, isn't it?" Twilight nodded meekly. "And it's completely normal for a filly to be afraid of the dark. I hope that in time, you'll come to see this place as a second home, and feel comfortable here. Until then, I know a little trick that might help you get through the night. Would you like me to teach it to you?" Another nod.

Celestia looked around the room, at Twilight's belongings, half-unpacked but more or less neatly organized. Finally, she picked out a book sitting at the table and lifted it into the air with her magic.

Twilight watched in fascination as the princess's horn and the book's pages glowed simultaneously. "There," she said, lowering it into Twilight's reach. "Tomorrow, I'll be sure to teach you how to cast that spell yourself. For now, though, I think it's best that you get to sleep. Just keep the book near your bed and it'll keep glowing for the rest of the night—not so brightly as to keep you awake, but enough, I hope, to make the darkness a little less frightening."

The little unicorn wore a surprised stare, both at the spell and at the generosity she'd just been shown by the ruler of Equestria. "Thank you, princess," she said, beaming.

"Like I said," Celestia replied, "you should feel free to ask me with help for anything, no matter how small. I am your personal tutor, after all."

For the rest of that night, Twilight's dreams were blissful and formless. Her fears melted away into her sleepy, muddled thoughts, and by the next morning they would be entirely forgotten in the joy of a new day and a fresh adventure.

…

Twilight absently thought back on her days in the castle of this as she, her friends from Ponyville, and Spike all rode a hot air balloon into Canterlot. She shivered with anticipation and bubbling joy as they disembarked onto a grassy field, treading tentatively as they readjusted to the solid ground. From there they followed the road, filled with countless other guests: earth ponies, pegasi, and unicorns from all walks of life. The seven friends beheld with awe the massive, open gates of Canterlot. The day had finally come—the Grand Galloping Gala was about to begin, here at Equestria's capital. Twilight had never been to the event before, but—as she understood it—it was an annual gathering of well-to-do ponies from all over Equestria, hosted by Princess Celestia. After a good deal of strife involving the tickets and an even greater deal of waiting, it was time to find out what all of the fuss was about.

"Oh, this is simply _marvelous_!" cried Rarity, taking in the sight of the well-dressed aristocrats surrounding her. "Everypony who's _anypony_ is here! This is a dream come true!"

Twilight chuckled a little at Rarity's excitement, though she was quite in awe herself. This would be the first time in months that she would get to spend any amount of time with Princess Celestia. She couldn't wait to discuss her progress in studying magic, with which Celestia would no doubt be thoroughly impressed.

"Well," said Applejack, "guess I'd better go set up shop. I'll catch y'all later, alright?"

"Oh, right." said Twilight. "Good luck!" She'd forgotten that all of her friends had their own reasons for wanting to attend the Gala, and that this might involve going their separate ways. She wasn't overly concerned, though; surely, there would be plenty of time to enjoy the festivities with them later.

"I've got somewhere to be, too," she announced once Applejack had gone, and with that, she cantered ahead of the others, hoping to be greeted by the Princess. On the way, Spike jumped down from her back. She looked over her shoulder to see him picking up something he'd dropped, but there was no need to go back for him—he'd be able to find her later, assuming he didn't have his own plans.

As she made her way into the entrance hall, Twilight felt a jolt run through her. Greeting the guests was Princess Luna, Celestia's younger sister. Some months ago, Luna had come to Equestria with vengeance in her heart, threatening to cast all of Equestria into eternal night. Twilight had made five new friends (the same ones who had accompanied her today) while undertaking a quest to defeat the very pony that stood before her now. After uniting the Elements of Harmony, six extraordinary magical artifacts, they had robbed Luna of her dark powers and her thirst for revenge, restoring her to her natural state as Princess Luna, who had then pleaded for forgiveness from Princess Celestia—who, of course, had granted it.

All of these events flashed rapidly through Twilight's mind as she stared at Princess Luna. "Welcome, Twilight," the Princess said to her, not quite smiling.

"Luna!" replied Twilight. "I haven't seen you since… well…" She shuffled her hooves awkwardly.

"You know," said Luna after a moment, "I never got a chance to thank you. If I had stayed in my form as Nightmare Moon for much longer…"

"It was nothing," Twilight assured her, though in fact it had been an extremely perilous and difficult quest.

"…Right. Anyway, I think Princess Celestia wants to see you. She's waiting in the study."

Twilight's ears perked up. She'd been worried that Celestia would be too busy greeting guests to spend any time with her star pupil, but it seemed that wasn't going to be a problem. She thanked Princess Luna and thought to give her a quick bow before cantering away to meet Celestia.

"Twilight!" the princess's wonderfully familiar voice greeted her as she entered the room. "I'm so glad you could make it."

"I wouldn't dream of missing something like this," Twilight replied, bowing. She had spent much of her youth under the Princess's tutelage (for she had a great deal of natural talent in the ways of magic), but ever since moving to Ponyville, Twilight had gotten only limited chances to talk with Princess Celestia. Being with her now was like a dream come true—she felt completely in her element, eager to share her thoughts and feelings with the wisest pony she knew.

…

Meanwhile, Pinkie Pie was gallivanting about in her usual fashion, wavering from one brightly colored or shiny object to the next, with no more design than a lost balloon. She sniffed out fun almost on a quantum level, dancing and singing and partying through room after room to her heart's content, past bewildered onlookers. While she was in the ballroom, however, she stopped. Amongst the crowd was a zebra she thought she recognized.

"Zecora?" Like her one-time acquaintance, Zecora, the individual was wearing a brown, hooded cloak. However, upon hearing the name, the zebra glanced briefly towards Pinkie, and then shuffled away, disappearing amongst the masses of ponies.

Well, that was that, Pinkie decided. She and Zecora had been on good terms the last time they'd spoken, so any zebra avoiding her must not be Zecora. Immediately satisfied with her logic (as always), Pinkie Pie resumed her frolicking.

…

Applejack felt giddy as she made her first sale in her first minute. If all went well, Applejack thought to herself, she might make enough money to expand the farm and maybe even hire a few new employees—and, most importantly, she could finally afford that operation for Granny Smith's hip. Just as she was thinking this, she was pleasantly surprised to see Fluttershy approach the stand.

"Well, howdy, Fluttershy," she greeted the pegasus pony. "What can I get for ya?"

"Well, um," Fluttershy mumbled, "I'd like three of those apple slices, please."

"Comin' right up." As Applejack noticed Fluttershy getting out a hoofful of coins, she added, "Oh, no charge."

"Are you sure?" Fluttershy asked meekly.

"O' course! What're friends for? Anyways, I'm makin' plenty o' profit as is, but thanks fer offerin'."

"Well, alright, then," said Fluttershy, still hesitating somewhat before taking her food.

Instead of eating it all, however, she took it to Canterlot's famous gardens, intending to share it with the exotic creatures it was known for (the ones that ate apples, anyway). Sure enough, as she passed amongst the trees, she spotted a spider monkey, a wallaroo, and a toucan, each humming with its own unique brand of life. The animals she neared would shy away at first, but then be naturally drawn to her calming aura. She smiled to them and to herself, wondering what other strange new creatures might be hiding in the gardens.

…

As for Rarity, there was only one creature in the garden she was interested in: a ravishingly handsome unicorn named Prince Blueblood. She had, of course, noticed and recognized him almost immediately after entering the castle, but, not wanting to scare him off, she was waiting until the right moment to approach him. That moment was now, she decided, as she gracefully walked around the fountain, towards-but-not-quite-towards him. He responded by approaching her more directly.

"Well, hello," he greeted her. "I am Prince Blueblood."

"I am Rarity," she replied, doing her best to contain her nervousness at being in the presence of such royalty. She was elated that he was speaking to her… that is, until she noticed that he was eyeing her suspiciously. Her nervousness doubled.

"Why, you look as though you suspect me of a crime," she said, smiling and trying to make it sound like a joke.

"Well," he said, relaxing, "I was told to watch out for someone who wasn't on the guest list… there were signs that someone dug under one of the castle walls, as if to avoid the front gate."

"Oh! How terrible!"

"Indeed. However, I can't imagine how you could do such a thing while still leaving that beautiful dress intact."

Now he was smiling, and Rarity's heart was pounding so loudly that she worried he might hear it. "Well, thank you," she replied. "I made it myself." This, she thought, is going to be a night to remember.

…

Meanwhile, Rainbow Dash had managed to catch the eye of Spitfire of the Wonderbolts. They had recognized her as the winner of the Best Young Flier competition in Cloudsdale, where she had saved their lives.

"So, you guys have probably tried out the Sonic Rainboom by now, right?" she asked. She was completely star-struck from meeting her heroes, and it would mean the world to her to know that they had adopted her signature move into their routine.

"Actually," replied Spitfire, "we tried to, but we couldn't quite figure it out. Honestly, the Sonic Rainboom may have been done before, but as far as I know, you're the only pony alive today that can do it." Rainbow Dash blushed furiously.

"Well…" she stammered for a moment. "Well—you know, if you like, maybe I could show you how I do it. I mean, I'm sure you guys could… that is"—

"We'd be very grateful if you could give us a few pointers," Spitfire interrupted helpfully. Rainbow Dash couldn't believe her ears. The Wonderbolts, her all-time favorite flying team, wanted pointers from her!

…

At the same time, Twilight was telling Celestia about the greatest magical feat she had ever performed.

"I wasn't sure if I could do it, but I knew I had to try. I focused as hard as I could, and—well, when I saw the Ursa Minor lift off the ground, I was so shocked that I almost lost my concentration."

Princess Celestia raised an eyebrow. "An Ursa Minor?" she asked. "You lifted an _Ursa Minor_ clean off the ground?"

"Well… yes," replied Twilight. "I wanted to make sure it woke up someplace it knew, so it wouldn't just attack Ponyville again, and so I sent it back to its cave…"

"In the _forest_, you mean?"

Twilight looked carefully at her mentor's face. She was not being patronized—that she had achieved such a feat had caused the Princess genuine shock, and… something else, though she wasn't sure what. "It was really hard," she shrugged. "I don't think I could have done it if I wasn't under immense pressure…"

"Yes," agreed Celestia. "That is when magic comes out the strongest… you must have been practicing quite a lot."

"Only every day," laughed Twilight. Over time, she had grown more comfortable with the idea of having magic as her special talent, especially after her friends had convinced her that there was nothing wrong with showing off when the situation called for it. She was very lucky, she thought, to have a cutie mark that foretold such incredible power.

Princess, there's something I've been meaning to ask you for a while… where do cutie marks come from?"

Quite confused, Celestia asked "Whatever do you mean, Twilight? All cutie marks appear when a pony discovers his or her special talent… what else is there to wonder about?"

"I mean, what actually _causes_ them to appear? How and why does a symbolic image suddenly brand itself on a pony's flank?"

Celestia thought for a moment, and then replied, "Well… you see, Twilight, everypony has a little bit of magic inside, whether they realize it or not. With the exception of unicorns, however, most ponies can't actually channel this magic, so they only see it when they get their cutie marks."

"Really? So maybe unicorn ponies, earth ponies and pegasus ponies all have a common ancestor…"

"Maybe," said Celestia. "I don't pretend to know the answer myself."

Just then, they heard hoof-beats approaching from down the hall. Shortly after, somepony knocked on the door. "Come in," Celestia said, and in stepped one of her royal servants.

"My apologies, your highness," he said, bowing, "but… your speech…"

"Oh! Of course!" cried Celestia. "How could I have forgotten? Twilight, if you'll excuse me…"

Twilight followed her down the hall, hoping she hadn't been responsible for making the princess late for her speech. As Twilight walked into the ballroom, she noticed that all around, ponies were being ushered in from all over the castle. Princess Celestia took a stand at the front of the room, her back to a grand tapestry of ponies gazing up towards a blazing sun. She waited until everypony was present, and addressed them all, her voice augmented by magic:

"Greetings, everypony! I'm thrilled that you were all able to make it this evening. As you may or may not be aware, I have recently decreed that a new pony city be established in the far south, thereby extending the borders of Equestria. A team of carpenters and unicorns is currently hard at work setting up…"

As Twilight listened, she suddenly felt a strange tingle run up her spine, and she wasn't quite sure why. She shrugged it off, thinking she must have been hit by a cool air current, or something.

"…and of course, none of this would be possible without all of your support," Celestia went on. "You, the hardworking citizens of Equestria, make it possible for us all to enjoy bountiful harvests, extravagant homes, the many conveniences of modern life…"

Twilight wondered why Celestia was praising ponies for products of manual labor when the crowd before her was almost nothing but nobility. For that matter, what was so special about having enough to eat and a shelter over one's head? These were things that every pony in Equestria had… what point was the princess trying to make, exactly?

"…Incidentally—and I add this with great pride—a week from now, I will personally be overseeing the coronation of Prince"—

_Thump_.

For a moment, the room was completely silent. Twilight had registered a flash of motion as something small and dark had flown in Celestia's direction. Looking closer, she realized with horror the reason the Princess had stopped speaking.

There was a dart in her neck.

In an instant, the room was thrown into chaos. Pinkie Pie's hair deflated, falling straight on either side of her head, as the reality of what had just happened dawned on her. The guards scrambled, trying to figure out where the dart had come from, and other ponies were looking around frantically, screaming, rushing towards Princess Celestia as she fell to the ground, rushing towards the doors, making for cover…

"What the hay was that?"

"Stay calm!"

"Let me out of here!"

At once, two things happened: Twilight made a mad dash for the Princess as the severity of the situation threatened to overwhelm her senses, and Rainbow Dash spotted a dark figure vanishing from sight on the other side of a window at the top of the room. She sprang off the ground, flew straight towards the window, sailing through it, and then whipped around. A cloaked figure was running away along the roof, making almost no sound as he did so.

Rainbow Dash sped after her without a moment's hesitation. "Don't think you can get away!" she shouted. It occurred to her that she should have alerted the guards, but there was no time to go back. She quickly caught up with the pony, bowling him over and tripping herself in the process. As she struggled to her hooves, she realized that he wasn't a pony at all, but a zebra.

"Wait… Zecora?" she said, puzzled. But, she saw as she watched him stand up, it wasn't Zecora at all—it was definitely a male. Rainbow Dash narrowed her eyes at him. He had to know she wasn't afraid.

"What's the big idea, shooting a dart at the Princess? And just who are you? Answer me!"

In response, the zebra reached into his cloak. Rainbow Dash braced herself as she saw him withdraw a dagger. She took a step back, prepared to knock him off the roof if it came to that. Instead of attacking her, however, he stayed where he was and swiveled the dagger in his teeth, holding it at an odd angle. Just as she realized what he was doing, and before she could stop him, he jerked his head sharply to the side.

He slit his own throat.

It made a sharp, wet sound lasting only an instant. Rainbow Dash stood there in shock, dimly aware of a few tiny, warm drops of blood landing on her face as the zebra fell over sideways, tumbling off the roof. She felt her entire body quiver for a moment as she heard his body hitting the ground below with a sickening _crack_.

…

Back in the ballroom, Twilight was frantically drawing poison of the tiny wound in the princess's neck, having carefully removed and set aside the dart. The poison formed a gossamer-thin, winding trail of fluid through the air. This wasn't something Twilight had practiced before, and despite struggling to isolate the poison, she saw Celestia's royal blood begin to mix into the hovering stream as the psychic tendrils of Twilight's magic delved deeper into her circulatory system. Twilight had no idea how much of the poison it would take to kill a pony, and every one of her nerves was on fire as she carried out her work. Those around her watched in silence, for it was obvious to all of them that she knew what she was doing. Somepony rushed off to fetch a medic.

She began sensing for smaller and smaller particles of poison, her magic now acting like a microscope as well as a syringe. A team of unicorn medics arrived and approached the two of them.

"The princess was poisoned, correct?" asked their leader.

"That's right," replied Twilight. "Can you help her?" She continued her work as the ponies inspected the princess, paying special attention to the poison on the ground.

"To give her the right antidote," said the lead medic, "we'd have to know what kind of poison that is, and we don't have time to find out." After watching Twilight siphon poison for a few seconds, she added "Keep doing what you're doing. We'll monitor her progress."

Twilight silently wondered why they couldn't just drain the poison better than she was doing, but she kept at it. What followed were ten of the most tense, nerve-wracking minutes of her life. The medics maneuvered around her, unpacking their equipment and making measurements in the corner of her eye. Finally, Twilight found herself unable to detect any more poison, so she tried harder. She mentally scanned the princess's entire bloodstream again and again, as carefully as possible, but it seemed that she was clean.

Celestia had also lost a great deal of blood, as Twilight noted with a jolt when she looked at the pool she had made. There had only been a tiny amount of poison in the dart, so whatever color the substance may have had was almost completely diluted by red. The medics assured her that the blood loss alone wasn't life-threatening, however. Celestia's heart and lungs still seemed to be functioning all right and the wound was no longer bleeding freely, so Twilight tentatively asked "Princess? Are you… awake?"

Though she had not moved during the entire procedure, Celestia's eyes fluttered at the sound of her pupil's voice. "T-Twilight?" she managed weakly. "Is that you?"

"I took out the poison, Princess. You should be okay."

"Oh… thank you."

With that, Celestia lapsed into sleep. "She's stable," said the lead medic, and the rest of them stepped back. With a deep, shuddering sigh of relief, Twilight looked away from the princess for the first time since the dart had hit her. As she gazed around the room, she realized something else was wrong.

"Where's Rainbow Dash?" she asked. The ponies looked at one another, and then Prince Blueblood answered her.

"She flew out that window up there," he said, pointing. "That's where the… the assassin was standing…"

Twilight felt her heart sink into her hooves. For a few horrible, agonizing seconds, she stared at the window, frantically wondering how many darts this assassin had thought to bring. Her fears proved to be for nothing, however, when Rainbow Dash appeared outside the window, tenderly climbed through it, and flapped down to a place on the ground where the ponies were clearing out, allowing her to land.

She looked around at everypony, seeming uncharacteristically lost, confused, and timid. "The Princess," she said starkly in a voice that was even hoarser than usual. "Is she… alright?"

"She is," Twilight answered immediately. "What about the assassin, though? What happened?"

Instead of answering, Rainbow Dash stared at the ground in front of her. Her hind legs wobbled for a moment, and then she half-sat, half collapsed on the floor.

"Well?" said Twilight. "Did you catch the assassin, or not?... Did you at least see where they went?"

Very, very slowly, Rainbow Dash lifted her head up and looked at Twilight's face. She moved her mouth wordlessly.

"Rainbow! This is important! This is very, very upsetting for all of us, but we _need_ to know what happened to the assassin."

The answer came like a pin-drop in utter silence: "He killed himself."

For a moment, she kept staring at Twilight, with absolutely no expression on her face. Then, suddenly, she collapsed on the ground, covering her face with her hooves, shuddering again and again as she struggled in vain to choke back sobs. The death of anypony, even a stranger, even an enemy, was a rare and horrible event within the borders of Equestria. It was so awful, she thought, so wrong, and, as she and her friends gathered in close to comfort Rainbow Dash, Twilight silently prayed that she wouldn't have to see the body.

As the wordless minutes dragged by like a thick, chilling fog, many of the ponies started to leave. Twilight was beginning to feel a sense of numbness washing over her when suddenly Celestia begin to stir.

"Princess!" she cried, and rushed over to her, followed by her friends. After Celestia had risen unsteadily to her hooves, she looked first at Twilight.

"Twilight…" she said softly, and the young unicorn's heart fluttered to hear that voice, alive and safe, speaking to her once again. "You… you saved me, didn't you?"

Words failed her, so she nodded. By now, the room was far less crowded than it had been, but all eyes that remained present were on Princess Celestia.

"And… my neck… what hit me?"

A pegasus from her royal guard stepped forward. "It was an assassin, your highness—a zebra, to be exact. He shot you with a dart and tried to flee, but this young pegasus—" he indicated Rainbow Dash—"stopped him. After being caught, he killed himself."

Celestia stared blankly at him. Then, she sighed, somewhat shakily, "I… see. That is terrible indeed." Then, looking around at Twilight and her friends, she added, "I deeply regret that you all had to witness something so terrible... Anyway, investigations are in order—I'll have to see to it that the entire castle is searched for any clues as to where the assassin came from, and whether anyone was with him. In the meantime, perhaps it's best that you all go home now, and get some rest."

On their way out of the castle, the ponies received a collective and nasty shock as they noticed an unmistakable crumpled heap lying just twenty feet or so from road that led from the main gate. No one had thought to move the body. Just as Twilight wrenched her gaze away from the figure, unable to look at it any longer, she heard a voice from somewhere in the darkness.

"Twilight!"

She whipped her head around, searching for the source of that familiar voice, and sure enough, Spike, her faithful companion, was running up the road towards her.

"What's going on, Twilight?" he asked, looking at the zebra. "Who is that? Is there a killer on the loose or something?"

Twilight felt tears well up in her eyes. She had just seen her beloved princess at the brink of death, and now, here was Spike—her Spike—just a baby dragon, scared and confused, and he had just seen a dead body. She embraced him, and, struggling to maintain a straight voice, she said "It's alright, Spike. There's no danger anymore. We're going home, okay?"

"Yeah… okay."

That night, as she lay in bed, she couldn't stop wondering who would do such a thing. It was so horrible, and Princess Celestia was such a benevolent ruler, and such a kind, wise, caring pony… so who could possibly want to take her life?

Twilight remembered something else… an old fear, something icy in the pit of her stomach that threatened to tow her away into a place of terror and pain. She instinctively shrugged the feeling away and forgot what it meant.

_In the morning_, she thought to herself. _I'll deal with all of this in the morning_. Still afraid, but convinced that the danger had passed, she gradually settled into a shallow, uneasy sleep.


	2. Chapter 2: Follow that Coin

Chapter 2: Follow that Coin

When Twilight awoke the next day, there were a few blissful, fleeting moments in which she thought she had just experienced a terrible nightmare, and that life would carry on as it always had. However, as the room resolved into focus and she fell sharply from spaceless, timeless sleep and onto her bed, she knew this was not to be. Someone really had died the day before at the Gala, and he had been trying to kill Celestia, and she still hadn't the slightest idea why.

She tried to pretend she was still asleep, even though there was no one else there. When it became clear she wasn't fooling anyone, she got up and slowly ate a light breakfast of hay and celery, as much to preoccupy herself as to fill her stomach. It was a bright, mostly clear sky outside, just as scheduled, and the scene through her window gave no hint of what had transpired the night before. She briefly considered waking Spike up so she would have someone to talk to, but he needed his sleep after a night like that. When she had finished her meal and there was still nothing to do, she went outside.

Fewer ponies than usual walked the street, and those who did were quiet and subdued, not looking at anything more than a few yards away. Before she even knew where she was headed, Twilight found herself outside Applejack's barn. Here she was, in Ponyville, where she had spent the past several months and made the closest friends she'd ever known… and yet, she had never felt more lost. When she noticed Applejack and Rarity standing outside, though, her mood brightened.

"Twi?" asked Applejack. "What're you doin' here?"

"Well… I kind of feel like we need to talk about… last night at the Gala."

Rarity and Applejack looked at one another. "Yeah, us too," said Applejack. The three of them walked down the road together, still not sure where they were going.

"It isn't really over, is it?" Twilight asked.

"I don't see how," said Rarity with a shrug. "That zebra killed himself, right? So there's no one left to cause us trouble."

"Well… that's just it," said Twilight as they passed into a large field of grass on the edge of the Everfree Forest. "Why would he kill himself? The worst punishment for any crime in Equestria is banishment, and he didn't even seem to be from Equestria… so why kill himself, unless he was afraid they would find out who sent him? Someone else is still out there, plotting against Celestia."

They stopped. Up ahead, Fluttershy was talking to Pinkie Pie and Rainbow Dash outside her cottage. Applejack, Twilight and Rarity greeted them, passing through the gate.

"Twilight says that zebra must've been workin' for someone else," said Applejack.

"But who?" asked Pinkie Pie. "Who could possibly have anything against Princess Celestia?"

"I don't know," admitted Twilight, "though it must have been someone from outside Equestria—someone with something against ponykind." She noticed that Pinkie Pie's hair was straight, and suspected it had been that way since the moment she had seen that dart hit the Princess's neck.

"How've you been holding up?"

She shrugged. Twilight suspected that she felt the same way they all did, and simply had a more obvious way of showing it.

They looked at one another in silence for a few seconds. Then, Twilight said, "You know what? How about we contact Princess Celestia and find out what she thinks about all this?"

"That's a brilliant idea," said Rarity. "Why, I'm sure the Royal Court has been investigating this matter quite diligently. Maybe they can tell us something."

As they returned to the library, Twilight silently hoped that Princess Celestia would know exactly who had wanted her dead and that she would assign her star pupil the mission of apprehending the villainous filth. Together, she and her friends would track down whoever it was, fighting their way through whomever or whatever they had to. They would bring the villain to Celestia and to justice, and she would shower them all with praise for a job well done.

Inside Twilight's house, they gathered around a table, watching intently as Twilight wrote a letter to the princess asking if there was any way the six of them could help with the investigation. As an afterthought, she also asked why Celestia hadn't used her magic to protect herself from the poison, something that had been nagging at her.

"Spike!" called Twilight. He stepped somewhat gingerly down the stairs as he rubbed sleep from his eyes. "I need you to deliver a letter," she explained.

He raised an eyebrow, but said "Sure thing", and, after clearing his throat, blew the letter out the window.

"What was that about, anyway?" he asked with a yawn.

"We need to find out what Celestia can tell us about last night at the gala," said Twilight.

Spike fidgeted slightly as the six ponies stared at him in apprehension. After a minute or so, his cheeks puffed up, eliciting a couple soft gasps, and he regurgitated Celestia's reply. Twilight snatched it from the air and opened it on the table:

_My dearest student Twilight,_

_I appreciate your concern, but I feel the matter of my attempted assassination is rather morbid business for you to get involved in. Rest assured that we have the situation under control; the zebra appears to have come alone, and I have agents hard at work trying to determine who sent him._

_ As for your other question: The poison muddled my thinking so quickly, I couldn't have concentrated hard enough to light a candle, let alone save myself. I suppose that's what I get for letting my guard down after centuries of peace. It's a lucky thing that zebra didn't count on you being there, Twilight._

_ That reminds me—I want to thank you again for saving my life last night. That was some very quick thinking you did, and, I'm told, some extremely intricate magic._

_ For now, I want you all to try your best to forget about what happened and move on with your lives. The matter is in capable hooves. Yours,_

_ -Princess Celestia_

Twilight reread the letter, hoping to spot any accidental clues about the assassin. When she found none, she said "I guess there's nothing we can do."

They left the library, intending to talk as they walked, but immediately encountered a nervous-looking Rose who appeared to have been standing suspiciously close to the door for some time.

"Sorry," she said quickly, "I know I shouldn't have eavesdropped… it's just that… well, I found something at the gala that you might be interested in."

She led them to and into her house, glancing about as if to be sure they weren't being followed. To their astonishment, she withdrew what was unmistakably the assassin's cloak from inside a cupboard, covered with droplets of dried blood.

"I didn't know what it was at first," she said quickly and fearfully, "because it was just sitting out there in the dark, lying on the grass. I wasn't there when the princess was hit with the dart, because I didn't know that everyone had gone inside—you're not going to tell anyone about this, are you?"

"Not a soul," said Rarity immediately.

Rose nodded. "Thank you. Anyway… I heard a thump from the zebra falling, but when I looked, I couldn't see him in the dark, and then I saw the cloak lying on the grass and picked it up... I was planning to find out whose it was and return it after all the commotion was finished, but a few seconds later the guards showed up. Soon they were running around, shouting about 'removal of evidence', and that's when I noticed the body and realized what I'd done…" She swallowed, and then continued: "It occurred to me that if they saw me holding it, it would look like I'd been trying to steal it, so I hid it away out of fear of punishment. I've been wracked with guilt since then, and… well, if I give you this cloak, do you think you could give it to the authorities, or something?"

Applejack smiled reassuringly. "I think this is just what we've been lookin' for."

They proceeded to Twilight's house once again, where they laid the cloak upon the table for all to see, carefully avoiding the stains. Twilight was poring over a book, looking for something she could use to identify the stitching of the cloak, the fabric, anything. (Rarity had determined that it had been made outside of Equestria, though more than that she couldn't say for certain.)

"It all looks like traditional zebra wear," Twilight sighed.

"Maybe we should ask Zecora for help," offered Pinkie Pie.

This made sense enough, so Twilight carefully hid the garment in her saddlebags, making sure to tuck in every corner completely, and they went.

Their trip through the Everfree Forest took them past the field of poison joke, which they remembered to avoid contact with. When they knocked on the door of Zecora's hut, she answered quickly and invited them in. They explained their situation to her, and she gasped when she saw the cloak laid out on the floor.

"You see?" asked Rainbow Dash. "It's just like your cloak, isn't it?"

"It almost is," she said, squinting thoughtfully, "but not quite. The fabric is different, and the colors less bright."

"So… what d'you think that means?" asked Applejack.

Zecora studied the cloak carefully. "In the land where I come from, far, far away, there are certain zebras who act normal by day… by night, however, they sneak off to some unknown place, and consort with wicked creatures of every race."

Twilight felt her coat bristle at the zebra's words. These were the answers she'd been looking for.

Zecora went on: "Nobody says, but everyone's aware exactly what it is they discuss in there. Money changes hooves, and the price is paid—a little up front—and so, dark pacts are made. This, I know, because once, near day's end, I overheard one of them speaking to his devilish friend. They spoke of buying crossbows, poison darts, and knives, and from then on, I knew that their business was taking lives."

There was a deep, thick silence as the ponies took in the true enormity of the situation. Then, Twilight asked "So… is there some way we can figure out who hired this zebra?"

"Assassins die all the time, and we know not his name. Finding out from the source would be too deadly a game."

"Still," Twilight said, "if that's what it takes, we'll do it! Just tell us where exactly these assassins are based and we'll see this thing through, no matter how long it takes."

"I appreciate that you all want no one else killed," replied Zecora, "but I refuse to risk letting your blood be spilled. I will not tell you where they come from this day—please, search for clues some other, safer way."

Twilight could see that Zecora would not be swayed, so she thanked her for the help before packing up the cloak and walking away.

"_Now_ what?" Pinkie Pie asked in frustration once they were inside Twilight's house, away from prying ears. "What else do we know about that zebra?"

"Nothing," sighed Rarity. "He went as mysteriously as he came."

They stayed there for over an hour, weakly proposing ideas that they knew would lead nowhere and impotently wishing that things were different. Finally, they decided that the only thing they could do was sleep on it and recongregate in the morning.

Just as the other ponies were on their way out, Spike walked in with a bag of Twilight's groceries. "What's everyone so bummed out about?" he asked Twilight after they had left.

"Oh… don't worry about it, Spike. We've just… hit a roadblock, is all."

"You mean in finding out who tried to have the princess assassinated?"

She glanced up at him. "Yes, Spike. But I'd rather you not worry about it, alright?"

He frowned for a moment. Then, he said "Maybe I can help. What are you trying to find, anyway?"

She eyed him carefully, trying to judge whether or not it was a good idea to involve him, but then again, the damage was already done. "The zebra that shot that dart at Princess Celestia was wearing a special cloak that symbolized his membership in a guild of assassins," she explained, "but he didn't have anything on him that would distinguish him any more than that… just the cloak."

Spike looked thoughtful. "Y'know, when we arrived at the Gala—right when everyone split up—I found a weird coin lying on the ground. I can't remember the design, but it wasn't like any coin I'd ever seen before." Twilight's eyes widened. "I tried to find it later that night, but I guess I must've spent it by accident. I didn't say anything before because I didn't think I could help without remembering what the coin looked like, but… now that I think about it, maybe we could try to track it down."

"Spike, that's brilliant!"

She rushed outside. Her friends hadn't gone far yet, so she called them back together and explained Spike's idea.

"Why, of course!" said Rarity. She looked at Spike. "Where exactly did you spend the coin?"

"At Applejack's stand," he replied, and Applejack smacked her face with her hoof, prompting everypony to look at her.

"O' course!" she exclaimed. "When I was countin' up the day's earnin's, I noticed one coin that looked differ'nt from all the rest. It was copper-colored 'stead o' gold-colored, and there was a crown on it. Shoot, how could I have forgotten?"

"Well?" asked Pinkie. "Where is it now?"

"Uh… I think it's still at the barn. Let's go!"

With renewed drive, the ponies galloped straight to Sweet Apple Acres, leaving Spike behind. They encountered Applebloom on her way out of the barn.

"Applebloom!" said Applejack. "Did you see an odd coin lyin' around?"

"Oh!" said Applebloom, and she bit her lip. "Well… I did find a coin lyin' around all by itself, but I didn't think there was nothin' odd about it…"

"What did you do with it?" asked Applejack, though she was afraid she knew the answer already.

"I… I spent it." The other six ponies groaned. "I didn't know it would be so important!" she said defensively.

"It's alright, Applebloom," Applejack said to her sister. "Just tell us where you spent it, alright?"

"At Sugarcube Corner," she said. "I bought some donuts there a couple hours ago." The ponies looked at each other, nodded, and dashed away without a word.

"You're welcome!" Applebloom shouted indignantly as they disappeared in the distance. She rolled her eyes as she continued on her way.

…

When they arrived at Sugarcube Corner, they barged into the store, out of breath.

"My, my!" said Mrs. Cake from behind the counter. "What are you all doing here in such a hurry?"

"Applebloom…" Twilight panted, taking a few seconds to catch her breath. When she had, she started over: "…Applebloom said she bought a donut from you earlier today. She paid for it with an unusual coin. Do you still have it?"

"Well," said Mrs. Cake, racking her memory, "I don't recall an unusual coin… but I suppose I can check for it." She lifted up a strongbox from behind the counter, laid it down before them, and opened it, causing them all to lean in close.

"Let's see…" she muttered as she picked through the coins inside. "None of these look unusual."

The other ponies looked at Applejack, since she was the only one among them who had actually seen the coin. She scoured the box's contents with her eyes for several tense seconds, and then let out a sigh. "It ain't in here."

"You know," said Mrs. Cake, "after Applebloom stopped by, I did spend some of the money on a new rug…"

…and so it went. The six friends ran as quickly as they could to the store Mrs. Cake had gotten the rug from, only to find that the owner had given it to his son, who in turn had traded it for a yo-yo, and so on. It seemed the elusive coin was always one step ahead of them. Still, they pressed on, until finally they arrived at a blacksmith's shop. Just as they were about to enter, they saw that the pony who owned it had closed shop for the day and was on his way out.

"Excuse us," said Twilight, "but we believe you might be in possession of certain unusual coin."

"Ah, yes," he said immediately. "Somepony tried to pay me with it by mistake, and I didn't notice 'till after he'd left. I'm not a collector, and I didn't want to leave it lying around and end up spending it by accident, so thought I'd melt it down for copper." He stopped, confused by their horrified expressions. "Is… there a problem?"

"Don't worry about it," sighed Twilight. "Thanks for your time."

As Rainbow Dash opened the door and they began to depart into the growing darkness, the smith said "Wait!" They turned around. "I should've been clearer: I didn't actually get around to melting it down—it's still here."

They froze, nearly breathless as he withdrew a dull, copper-colored coin from somewhere behind the counter. They started at it, breathless and unblinking, as he set it down for them to inspect.

As they'd expected, it was unlike any coin they had ever seen. On the front was a design of a crown, and on the back, two crossed stalks of wheat. Engraved in an arc around the stalks were the words Long live the emperor. Holding it to the light, they saw on the front a date and the letters "SE". Twilight brimmed with anticipation, sensing that in this tiny piece of metal, no larger than a button, lay the answers to their questions about the deadliest and most serious mystery she and her friends had encountered in their young lives.


	3. Chapter 3: Hoofington

Chapter 3: Hoofington

Twilight shook her head vigorously, making herself dizzy as she redoubled her efforts to stay awake. Her friends had stayed up to help her for a while, but Applejack, Rarity and Fluttershy had all had other responsibilities to attend to. Meanwhile, Pinkie and Rainbow Dash had found navigating the vast amount of information in Twilight's library a slow and arduous task. With some effort, she'd convinced them to go home and get some sleep.

Among the large and growing stack of books on her desk, she'd read segments from four volumes of _Histories of Equestria_, skimmed the _Encyclopedia of Equestrian Non-Governmental Organizations_, and—as the night had worn on—yawned through _Zebras: Cultural and Historical Perspectives_.

She didn't dare check the time as she turned the next page _of Beyond Equestria: An Encyclopedia of the World's Intelligent Non-Pony Inhabitants_. She kept getting distracted by interesting tidbits in the entries for each species, and had to constantly remind herself of the two letters she was looking for.

_Because of their longevity, dragons' culture is exceedingly slow to change. This is further reinforced by their tendency towards isolation; depending on their location, some will spend decades or even centuries without interacting with another dragon._

She looked over at Spike, who was snoring softly—his last encounter with another dragon hadn't been a pleasant one, and she couldn't imagine the next one being any better. She then shook herself awake once again and turned through the pages. Her magic fumbled slightly as she quickly scanned one section heading after another: famous cow philosophers, mule inventors of the last century, a brief history of the Sustrian Empire, prominent zebra guilds (which she'd read already and found little of use)…

She nearly jumped, realizing she'd found a match. She turned back a few pages to find the two words she'd just seen, and then a few more figure out where she was. As it turned out, the Sustrian Empire was ruled by pigs, and included several neighboring provinces inhabited by goats, sheep, and other species.

_For centuries, there has been little contact between Equestria and Sustria due to the pigs' intense racism towards ponies, which is supported by their dictatorial government. Surveys show that most pigs raised in Equestria have little or no knowledge of their homeland, suggesting that pig immigrants are more likely than not shunned by their families in Sustria._

_(Due to the one-sided animosity between the two countries and consequent dearth of contact, much of the following information may now be out of date.)_

Her excitement washing the heaviness from her eyes, she found the section on Sustrian currency and compared the image in the book to the coin lying next to it, confirming a match. This was it: for whatever reason, someone in Sustria had wanted Celestia dead. All that remained was to find out who it was.

Satisfied with her progress, she weakly made her way over to her bed and collapsed on top of it. As she fell headlong into sleep, she felt a strange, sudden sense of unease whose source she couldn't quite place. It was an old fear that she was too exhausted to recognize, creeping through the dark corners of her room, slithering insidiously in and out of her lungs with each breath, and finally following her into her dreams on long, slender, silent tiptoes.

…

_She was wandering through the Everfree Forest, trying to find something. It was in here somewhere, and it terrified her down to her core, and so she was determined to make sure she knew exactly where it was._

_She bristled and froze as toneless, soundless music slipped past her, sliding down from the canopy and disappearing into the ground. She hoped it wouldn't come back. The leaves all around began to shake, and she crouched low, trying to make herself small so that she wouldn't be noticed…_

_An alicorn even younger than she was emerged from the trees and crouched next to her, too preoccupied for eye contact. The leaves went silent, and the two rose to their hooves. Twilight tried to warn her that the forest was no safe place for a filly, but her new companion gave no response as she walked down the trail._

_Twilight followed her, pleading that she not walk any further, but the alicorn still did not react—she must have been deaf. Suddenly, she picked up her pace, quickly disappearing around the next bend. Twilight tried to call out to her, but her voice was drowned out by a sudden, terrifyingly loud roar from somewhere behind her. It was a single, unbroken sound, slowly escalating in volume as she galloped away from it in terror. The roar was accompanied by the terrible sound of the thundering hoofbeats of something ancient and merciless. She knew exactly what it was: the very thing she had been looking for, and now she was more afraid than she'd ever been. She wanted to get away more than she'd ever wanted anything, and so she ran on and on, because that was the only thing she could do and the only choice she would ever have for as long as she lived…_

…

Twilight bolted upright in the dust-speckled rays of sunlight, panting. Her pulse gradually slowed back to normal as she remembered that it had just been a dream about running from something—she had no idea what, though it was probably a dragon or a hydra or some other terrifying monster.

It occurred to her that her friends would be eager to know where the coin had come from, so she sent downstairs. To her surprise, all five of them were already there, along with Spike, who must have let them in. They were giving her eager looks, so she took a deep breath and explained:

"The coin is from a place south of Equestria called the Sustrian Empire. It's ruled by pigs, and they aren't too fond of ponies."

"Shucks," said Applejack, "I've got some pigs on the farm, and they don't seem too bothered by me… then again, they were born here in Equestria."

"Exactly," said Twilight. "My book says that most pigs here aren't in contact with their own kind. It's some sort of one-sided national grudge, I guess."

"So that's why they tried to have Celestia killed!" said Rarity.

"Why _someone_ did," corrected Twilight. "It's a large country, and we still don't know who actually gave that zebra the coin. However, I can use a sensing spell to try and determine who's held the coin before…"

"Well?" interrupted Pinkie Pie. "What are you waiting for? Cast the spell!"

Twilight frowned. "It's not that simple. I'll be able to see in my mind who's held the coin before, and about how long ago, but it won't do me any good if it's someone none of us has ever seen before."

Pinkie Pie bit her lip in frustration. Not one of them had ever seen a Sustrian pig face to face. "We'll just have to find some way into the Empire without getting caught," Twilight stated, "and once we're able to see the pigs, I can use magic to know which one we're looking for."

"But if they don't like ponies," said Applejack, "then how are we s'posed to get into Sustria in the first place?"

"We'll just have to sneak in," Twilight said. "It's the only way we'll get the information we need." That was a good enough answer for everypony, so they began making their preparations.

Applejack had no doubt she could trust Big Mac to take care of Applebloom. Still, the prospect of leaving her little sister behind while she went on a journey that she might not return from was not a prospect to be taken lightly. She decided it best not to let Applebloom know she was leaving, and so she gathered supplies from the farm while her sister was off playing with the other Cutie Mark Crusaders, blissfully unaware that her big sister was about to leave on a very dangerous mission.

Meanwhile, Rarity made the same decision regarding Sweetie Belle. She informed Mrs. Cake that she would be gone for some time and wasn't sure when she'd be back, and asked if Mrs. Cake wouldn't mind taking care of Sweetie Belle and her cat, Opalescence. Somewhat confused, she agreed. Rarity began to have second thoughts as she wrote a note for her little sister—but, she reminded herself, she was surely dealing with something far greater than herself or her family. She would regret it if she didn't see it through to the end.

Fluttershy fretted for some time, pacing about her cottage and wondering who would take care of her animal friends. However, she realized that with plenty of food and no dangerous creatures around, they were in no great danger—things might just be a little untidy when she got back. In any event, her rabbit friend Angel had helped her take care of the others countless times before, and she trusted in his competence.

Twilight wanted to bring her entire collection of spellbooks, but of course that was much more than she could comfortably carry. Instead, she packed two large books, several maps of Equestria and Sustria, and a field guide describing the strange new plants and animals they might encounter on their way into the unknown. Thoughts of Owloysius and Spike gave her pause, but they were both able to take care of themselves, and they would be safer here than if they came with her.

After Pinkie Pie had finished packing and as she was making her way towards the door, she remembered that some goodbyes were in order. She turned around to see Mr. and Mrs. Cake watching her impassively.

"You and your friends have gotten yourself into some serious business," said Mr. Cake. It was an observation, not a question. Somehow, he knew.

"We know what we're doing," shrugged Pinkie. "It's just… we have to keep it secret right now, to make sure absolutely no one follows us"—

"…and why is that?"

"Well… I have to keep _that_ secret too, see?... because if I told you why I can't tell you where we're going, then I'd have to tell you where we're going, but when we get back, I can probably tell you where we were, and—well, it's not that serious, so don't worry, okay?"

Mr. and Mrs. Cake looked at one another, then once again at Pinkie. "Your hair is straight," observed Mrs. Cake. Pinkie Pie blinked a few times. She couldn't see herself, of course, so she was slow to remember exactly what this meant. When she did, she said "Oh! That's… well, it's because of what happened at the Gala." This was as fair a reason as any, so they didn't press the point.

Over the years that she had worked for them, they had come to love Pinkie Pie like a daughter. With her fun-loving nature, she had brought joy into Sugarcube Corner, and often accepted payment for a day's work in the form of cakes which she gleefully swallowed whole. (Sometimes she would eat more than she'd earned, but, knowing she would never take advantage of their generosity, they wouldn't deduct the sweets from her pay.) Her boundless energy had warmed their hearts, and now, here she was, leaving for Celestia knows where.

"Just promise us one thing," said Mrs. Cake after a tense silence. It was clear that Pinkie and her secrets would not be parted. She wasn't a little filly anymore; whatever she was doing, it was her own business. "Just… don't get involved in anything _dangerous_, alright?"

"Alright," said Pinkie, though she doubted she'd be able to keep that promise. "Well, I guess I'll be seeing you both around. Look after Gummy for me, okay?" As she was on her way out the door, without really thinking, she added, "Thanks for everything," and hurried away without looking back.

When she met with her friends on the edge of town, away from prying eyes, the group was complete. "So, do we all have everything we need?" asked Twilight, looking around at them. "There's no unfinished business?"

They all responded in the negative. "Alright then," said Rainbow Dash, the taste of adventure infusing her voice with confidence. "Let's go!" They set off down the road at a brisk trot, each pony looking over her shoulder at least once as Ponyville faded into the distance behind them.

Today, the sky had been decorated with cheap but elegant-looking clouds, all at such heights as to be plainly visible but not obstructive. The familiar buildings, all uniquely shaped, seemed to be watching forlornly as their longtime inhabitants walked away: Sugarcube Corner, Sweet Apple Acres, Carousel Boutique—all not unlike old friends they were leaving behind.

"We'll head to Hoofington first," explained Twilight, "and see what supplies we can buy there that we might need later on."

Applejack's ears twitched. "Hey, did any of y'all hear somethin'?"

They stopped walking to listen, and, sure enough, there was a voice shouting from somewhere far behind them. Looking back, they saw a small figure too far down the road to discern. Squinting, Pinkie Pie asked "Is that Spike?"

It was. As he got closer, they could hear him calling Twilight's name. "That's some distance for him to run," she marveled. Not sure what else to do, they stood there and waited until he had caught up with them, panting heavily.

"Twilight"—he gasped. "You—should've—waited"—

"Calm down, Spike," she urged him. "Catch your breath first." He responded by falling flat on his back. When he could breathe normally again, he got up, and said:

"Twilight, why didn't you tell me you were leaving? I was looking all over for you, and then I saw you all setting off down the road, and… well, didn't you think it'd be helpful to have someone who could, I don't know,_ send letters to the Princess?"_

"Well… the thing about that is, we don't exactly want the Princess to know what we're doing, because she didn't want us get involved in this stuff."

"You mean like how you don't want me getting involved?"

Twilight studied his defiant expression. "It's not the same. There'll be danger, and it'll be hard enough to keep six of us unnoticed…"

"What's one more?" asked Spike. "Besides, I'd be awfully bored in Ponyville without you guys, and I might have to occupy myself by writing something… a letter to a certain princess, for instance."

"You wouldn't."

Spike crossed his arms and lifted up his chin. Twilight sighed. "All right, Spike," she said. "I guess since you came all this way, there's not much point in sending you back anyway."

Satisfied, he hopped on her back, and the seven of them carried on.

…

The distant mountains which had served as a backdrop to their entire lives persisted as they moved through the countryside, not getting noticeably closer or farther away. They were like the sun, impassive and so omnipresent as to be effectively invisible.

Twilight looked at a group of earth ponies about seventy feet away. They were untroubled by the buzz of the city, tending the fields that flanked the road and wearing straw hats to shield themselves from the sun's rays. She noticed that the outlying thickets of trees at the fields' edges looked less and less friendly as they got further from Ponyville—the lush, green underbrush gave way to dry briar patches. These woods weren't dark or foreboding like the Everfree, but nor did they exhibit natural beauty, like the Whitetail Woods. The patches of wilderness between cities seemed unhealthy, neglected, stunted and spiteful.

As she glanced around at her friends, Twilight wondered what their lives would be like if they had been born out here, and not in the lively cradle of Ponyville. Even Applejack, with her rural upbringing, at least had access to civilization's amenities, but, little as she knew about the lives of these ponies who lived beyond the borders of cities, Twilight got the impression that they were somehow more subject to the wildness of the world—not in tune with nature and its spiritual bounty, but rather at the fringe between familiar life and the other.

"Does something seem off about those ponies?" she asked quietly.

Rainbow Dash squinted. "I don't think they have cutie marks."

Twilight gave a start. That was what she'd seen, only she'd seen through it without seeing it: the absence of meaning; the monotony and the drudgery; life without the symbol that told you what life was. _How strange and terrible_, she thought. "I wonder why not," she said.

Rarity shrugged. "Why not, indeed. They all look about our age, don't they? Whatever could be the matter with them?"

"If ponies without cutie marks look weird to us," said Pinkie Pie, "I bet we'd look weird to them."

During the silence that followed, Twilight wondered if anypony would suggest they go over and introduce themselves. She exhaled with relief when her friends resumed walking.

…

"How do ya'll s'pose we'll find the pig we're lookin' for in a country that don't tolerate ponies?" asked Applejack several minutes later. Twilight snapped from her musings.

"We'll have to sneak through, I guess," said Twilight. "It shouldn't be harder than anything we've done before, though, right?"

"Guess not."

From the countryside, they arrived at a section of road that passed directly through a stretch of thick briars that seemed to lean in towards them, herding them into the center of the road. After a time, the absence of stimuli had subdued them all into a complete and lazy silence, which Rainbow Dash broke.

"Anyone notice something off about the sky?" They looked up at the abnormally high clouds, all strangely far away. "Why bother putting them all the way up there?" she asked.

"Actually," said Twilight, tingling with the anticipation of sharing information, "I've read that such a phenomenon usually characterizes less-inhabited parts of Equestria. Exactly how they got there is a mystery, but many scholars have speculated that they're the remains of abandoned pegasus cities."

Rainbow Dash's ears perked up—for once, she seemed interested in what Twilight had to say on scholarly matters. "You mean there used to be other sky cities like Cloudsdale?"

"It's possible."

Rainbow Dash squinted at the clouds, but they weren't giving up any secrets.

She turned back towards Twilight and asked "By the way, how much farther do we need to go? All this slow walking is making me cramp up."

"Well," replied Twilight, "if you want, you can fly up ahead and see how far it is. Come to think of it, that'll probably be a good precaution later on when we"—

Rainbow Dash didn't stay to hear Twilight finish her sentence. She took off and sped up and forward, the road shrinking below her until she was high enough to see over the brambles, trees and hills. The whistling wind infused her with a sudden vitality, giving her skin a rich tingling sensation that she could've spent hours savoring. She savored the feeling, the absolute freedom from caring about the past or the future, as though the moment were infinite. If only the rest of them could fly like this, she thought, then they'd be there by now.

With her altitude increasing rapidly, it didn't take her long to spot Hoofington. It was nestled less than a mile ahead, between two long, grassy ridges. Pleased with her findings, Rainbow Dash made a technically perfect U-turn and sped back to her friends.

"We're almost there!" she exclaimed as she landed. "It's right on the other side of those trees." Energized by her report, all five of her friends immediately took off at a gallop, followed by Rainbow Dash herself.

As they looked out across the city from the top of the ridge, they saw that it was substantially larger than Ponyville, yet somehow plainer. It was as though there were fewer colors—it wasn't quite dull and oppressive, but it certainly wasn't vibrant, either. There was more brick and less wood; the buildings were arranged in straight, square patterns, not curved ones, so that the entire place seemed to be filled with walls and roads that were all either parallel or perpendicular to one another.

Due to the homogenized nature of the buildings, they quickly learned to rely on the signs to help them navigate. As they shopped around, they augmented their food stores and acquired a number of small things that seemed like they might come in handy.

They realized it was getting late, and they were all hungry, so they gathered around a table in the town square, amidst the constant flow of busy ponies. Applejack got out a hoofful of apples and passed them around. Over their meal, they planned out the next leg of the journey: Twilight laid a map out on the table and they studied it together, taking care not to drip apple juice on it.

"There's a road here," said Twilight, pointing to it on the map, "and a railroad here that both lead to the isthmus that we need to cross to get into Sustria."

"Isthmus?" asked Spike.

"It means a land bridge between two bodies of water. Now, of course, the biggest challenge will be getting in there without getting noticed."

"If necessary, we could try to find a way to cross the water," suggested Rarity.

"Yeah, maybe," said Applejack, "but let's hope it doesn't come to that."

"So… do we take the road, or the railroad?" asked Pinkie Pie.

"Well," replied Twilight, "the railroad will be faster, but we'll have to be careful about who sees us getting off the train. Of course, we'll probably need to watch our backs either way."

They held a vote, and all seven of them agreed on the train, so they went to the station, checked the timetable and saw that the next train to the border wouldn't be leaving for another hour. For some reason, that particular time was marked with a star.

"Excuse us," Rarity said to a nearby green earth pony with a bowler cap. "We're not from around here. Would you mind telling us what that star on the timetable means?"

He examined it to see what she was talking about. Then, he said "Ah, yes. That's reserved for ponies with written permission from the royal court. As I understand it, that train goes to the edge of Equestria and back. I've heard there's nothing out there but wastelands, though." Rarity and the others shared a meaningful look as they thanked him and walked away. As soon as they were sure they wouldn't be overheard, Rainbow Dash said:

"What'll we do now? I guess we should just go by road, huh?"

Twilight was deep in thought. "No…" she said. "No, I think this gives us even more of a reason to take the train."

"What?" said Applejack. "But how will we even get on?"

"We'll sneak on," Twilight explained, "and then we'll find out why the royal court is so interested in Sustria."

They lingered somewhat close to the train station, but walked around somewhat so that no one watching would guess they were waiting for a train.

When the train arrived, no new passengers boarded, though a number of ponies got off. Just as she and her friends were walking near the train, appearing to walk past it, Twilight stopped suddenly. She looked up and drew from the well of magic inside her, conjuring a glowing orb high in the sky some hundred feet away. Then, she released the magic, letting the ball explode upwards in a flash. A loud bang issued forth, sending bursts, spirals and sparks of light in all directions.

The ponies on the streets gaped at the sky, engrossed in the spectacle. While they were distracted, Twilight and the others quickly opened the cargo door of the train, not daring to look around. They clambered inside, shutting the door quickly but quietly behind them. For a moment, they were trapped in darkness, but then Twilight lit the cabin with her horn, illuminating several crates piled up all around them. After they had hidden themselves as well as they could behind these, Twilight turned off the light, and they lay in silence until the train started to move, carrying them away towards the edge of Equestria.


	4. Chapter 4: Left Behind

Chapter 4: Left Behind

"Applejack!" shouted Applebloom as she trotted through her house. She had spent the entire day cutie-mark-crusading with her friends Sweetie Belle and Scootaloo, and now she was looking forward to dinner. When she had searched the entire house and found no sign of her sister, she went outside and over towards the barn.

"Big Macintosh!" she called to him as he walked out, pulling along a cart full of hay. "Do you know where Applejack is?"

"Nope," he replied. "Maybe she's still out bucking apples and lost track of the time."

Applebloom galloped off into the apple trees, still calling Applejack's name. She ran faster and faster, zigzagging through the orchard, expecting to see her sister behind every other tree. When there was no sign of her, Applebloom slowed to a trot and made her way back to the barn. On her way, she noticed Sweetie Belle standing by the barn doors, looking around.

"Sweetie Belle!" she cried. "What're you doin' here?"

"Well… when I went home, Rarity was missing! I wasn't really sure what to do, so I came back here to find you."

"_That's_ weird! Applejack's missin', too!"

"Where do you think they might've gone?"

Applebloom sat down and thought hard. Applejack hadn't said anything about going anywhere recently, and even if she had, Applebloom hadn't the slightest idea where.

"What are we supposed to eat?" sighed Sweetie Belle.

"Well, we got apples, don't we?"

They cantered through the orchard together, bucking and eating the apples that looked the ripest. "I don't get it," sighed Sweetie Belle. "Where would they both have to go that's so important? You don't think they forgot about us, did they?"

"You're worrin' too much," said Applebloom. "They know we can take care of ourselves."

"Do they?" asked Sweetie Belle. "I thought you said Applejack was really overprotective."

"She is," said Applebloom. "I"—

They suddenly heard some ponies calling Sweetie Belle's name. As they headed back out of the trees, they were greeted by Mrs. Cake and their teacher, Cheerilee. They were especially surprised to see Cheerilee, who had been on vacation for the past few months.

"There you are," said Mrs. Cake.

"Do you know where Applejack and Rarity are?" Applebloom asked frantically. The two adults looked at each other.

"Well… actually, no, we don't," replied Cheerilee. "They and their friends all left earlier this morning, it seems."

"Yes," added Mrs. Cake, "and Rarity said they didn't know when they'd be back."

Applebloom frowned. What could they be doing that Applejack didn't want her to know about?

"We're here to… you know, check up on you and make sure you're okay," said Cheerilee.

The two of them, along with Scootaloo, ended up having dinner at Cheerilee's house. They hadn't quite eaten their fill of apples, so she prepared some carrot stew.

"Whatever they're doing, I bet it was Rainbow Dash's idea," said Scootaloo at the table after she'd heard about the six ponies leaving. "It's probably some awesome adventure. I bet they're on a secret mission, or something."

Cheerilee frowned. "I sure hope it was something important, if it made them leave you all behind."

"I'm sure they'll be back," protested Sweetie Belle, though she sounded uncertain. Why had they left without telling her? And what could possibly be so important?

Looking around at the three sullen, confused fillies, Cheerilee silently vowed that she would help take care of them until their older siblings returned. After all, ponies as young as they were deserved to have somepony they could rely on, especially given that no one knew when their sisters would be back.

…

"So, Applebloom," Sweetie Belle said once the three of them were set up in a spare room, "did Applejack say anything about going somewhere recently?"

Applebloom paced the cramped room, thinking back. "No, I don't think she had any particular business anywhere… unless…" she gasped.

"What?"

"Well, what if it had somethin' to do with what happened at the Grand Galloping Gala?"

They'd all heard about the attempt on Celestia's life, along with the assassin's suicide. Up until now these events had seemed too strange for them to make anything of; they hadn't seemed like the sort of things that happened in real life.

"That's it, then!" declared Sweetie Belle. "Rarity and Applejack and everypony must've gone after whoever sent the assassin!"

"But who could _that_ be?" asked Scootaloo. They all tried to puzzle it out before realizing they had absolutely no information to work with.

"Why wouldn't they tell us, though?" asked Sweetie Belle. "We don't even know how long they'll be gone!"

"They're bound to come back soon," insisted Applebloom. "My sister's real protective of me. She even saved my life once." The others looked at her silently, prompting her to continue: "Lemme tell y'all the story. A long time ago—more than a year—I decided I'd go into the Everfree Forest, 'cause I'd never heard what was in there and I didn't know about all the dangerous critters."

"I followed a trail pretty deep inside and it was spooky and all, but I didn't find nothin' and it was startin' to get dark, so I turned around. Then, all of a sudden, I heard Applejack callin' my name. I figured I'd be in really big trouble, so I didn't call back right away, but then I heard this rustlin' in the bushes, and this huge wolf jumped out. I ran and it started chasin' me, and Applejack ran up and tried to fight it off, even though it was bigger'n she was, and it bit her pretty bad…"

"How come you never told us this before?" asked Sweetie Belle. "We would never have gone into the forest that one time if we'd known…"

Applebloom shrugged. "Guess I forgot. I think was a different trail, after all. Anyways, Applejack was losin' the fight when there came this deep, huge roar, so loud I could almost hear the ground shakin', and the wolf ran away. Applejack and I got out real quick after that."

"What did the roar come from?" asked Scootaloo. "Did you see it?"

"Nah, and I hope I never do. After we were back home, I helped her patch up the bites she'd gotten, and I was askin' all these questions 'cause I didn't know nothin' about serious fights like that, or animals that try to eat ponies, or that sort of thing. The weird thing was, she wouldn't give me a straight answer to anythin' I asked."

"You mean she lied?" asked Sweetie Belle.

"No, I mean she said 'You're too young to be askin' after that' and that sort of thing, but I sort of knew the wolf had been tryin' to eat us, you know? And she said it wanted to hurt us, but it wasn't 'till later I figured out that in order to eat us, it had to kill us first, and grown ponies say 'hurt' to fillies when they mean 'kill', and I think that must've been what she was doin'."

"What?" asked Scootaloo. "Why?"

Applebloom made a sweeping gesture. "That's just the way of things. Adults lie all the time, 'cause they care about us."

"How is lying a way of showing that you care?" asked Sweetie Belle.

"It's how they keep us safe, same as with everythin' else. Water wings protect you from drownin', kneepads protect you from scrapes, and lies protect you from the truth. Applejack may represent the element of honesty, but even she knows where to draw the line."

Scootaloo raised an eyebrow. "You say that like it's a good thing, but what good does it even do if you know when she's lying?"

Applebloom shrugged. "It's my job as a kid to comfort Applejack, just as it's hers to comfort me. She explains the tooth fairy to me, I nod and smile. She tells me my pet hamster 'ran away', I pretend to believe her. It's like a little game we play. Adults need to think we're completely naïve an' innocent, because it makes 'em feel better."

"How so?" asked Scootaloo.

Applebloom shrugged. "I figure it's 'cause as long as there's fillies who don't know about all the bad things in the world, it's like those things are half there and half not. Adults have to deal with the real world all the time, but lyin' to us helps 'em escape, lets 'em forget for a while. Mark my words: when Applejack and the others come back, there ain't a ghost of a chance they'll tell us where they've been."

"I wonder if Rarity lies to me like that, too," said Sweetie Belle, frowning.

"You should hope she does," said Applebloom. "That's the mark of a good big sister."

"I don't know if lying all the time is that great," said Sweetie Belle slowly, "and she's never fought a wolf for me or anything, but she is a good sister." After a pause, she added "I'm sure she'll be back." The others nodded.

The three of them slept soundly that night, except for Sweetie Belle, who saw herself running from something large and unnatural in the forest.


	5. Chapter 5: Hogdenville

Chapter 5: Hogdenville

As the train rumbled along, its seven clandestine passengers whispered to one another, hashing out plans for the challenge that lay ahead. In preparing themselves for what was to come, they were also staving off the sense of helplessness that pervaded the cabin.

"You can just make another distraction, right, Twilight?" Spike asked.

"Maybe," she whispered, "but I have to be looking at the spot where I create it, which would mean getting a clear view outside while the train is stopped. I'll see what I can do."

"Shouldn't we have some sort of plan B?" asked Pinkie Pie. "You know, in case they catch us in here?"

Twilight swallowed. "Unfortunately, if they see us, our best chance will probably be to make a run for it."

That wasn't very comforting, but none of them had any better ideas. Huddling in complete darkness, Twilight began to feel claustrophobic. The walls pushed her thoughts inward, around her, into her. _To see nothing, to hear nothing, to be nothing_. She shook away the old thoughts—she needed to stay focused. After what felt like hours, the train came to a stop.

They were helpless. None of them knew what was going on outside. Would anyone see them if they opened the door? Was there a hiding place nearby? As Twilight lay in frantic silence, paralyzed by these thoughts, the door suddenly opened, letting in bright light from some unseen source, with the subtler light of the moon and the stars behind it.

"…more trouble than they're worth, if you ask me," said a gruff male voice that sounded frighteningly close. "Why not just leave the pigs be after the first time?"

"Same as always," replied his companion, as the two of them opened of the nearest crates to the door and started lifting out what sounded like large metal objects. "You can't just stop at the first town. When you don't know where the exact source of the problem is, you gotta' assume it's coming from everywhere."

"Yeah… this is an entire country, though. Isn't someone going to, you know, notice something?"

"That's just it," said the other. Whatever they were lifting out of the crates, they must have grabbed enough of, because they stepped back outside the cabin. "We come here in small groups, just a few at a time. Once there are enough of us hidden…" he moved away, out of their range of hearing. Another group of ponies arrived, taking the metal objects out of the crates and carrying them off somewhere. Finally, the last one left, shutting the door on his way.

The ponies' hearts were pounding. Twilight dared to light the cabin as dimly as she could, and sharply whispered, "Fluttershy, open the door a crack. You're the closest."

Fluttershy whimpered softly, but did as she was told. Her hooves were trembling as she undid the latch and nudged the door as gently as possible. Slowly, cautiously, taking the smallest step every few seconds, everyone else gathered around the door, trying to look out. Then, without warning, the train started moving again, and they all collapsed in a heap.

"Now what do we do?" Fluttershy whispered frantically.

"There's only one thing to do," said Applejack, and she swung the door wide open.

The train had only had a few seconds to build up speed, but it was accelerating quickly. After glancing behind the train to see if anyone was watching, Applejack hissed "Follow me!", jumped out of the train, hit the ground running, and ducked into the long, nearby stretch of brush partitioning the ground the train tracks were laid on from some nearby woods.

Pinkie Pie was next, then Twilight and Spike. "C'mon, Fluttershy," said Rainbow Dash, giving her a nudge, but the pegasus pony refused to budge, and simply stood there shivering. Dash sighed. "Rarity?" she said, hoping she would be more willing.

Rarity looked down at the ground speeding by and gulped. Then, she jumped off the train, closing her eyes in midair, and tumbled across the ground. Like the others, she immediately ran for cover, shaking off dirt as she dived into the bushes.

"Come on, Fluttershy," Rainbow Dash repeated. "The train's only going to get faster… Anyway, you have wings, remember? You can fly to the ground instead of falling." Fluttershy still wouldn't move an inch, so Rainbow Dash did what any good friend would, and shoved her out of the train.

Meanwhile, Twilight, Pinkie Pie, and Applejack were sneaking through some tall grass in the direction the train had gone, looking for the others. Far up ahead, they saw two dark, winged shapes flying away from the train tracks and into a ditch. Hoping to get a fix on their location, Twilight looked behind her. The full moon shone through a clear sky over an extremely long, tall cobblestone wall which had been erected to mark the border between Equestria and Sustria, and it seemed as though it might span the entire isthmus—though she couldn't see either end of it. "That wasn't on the map," she whispered.

Once everypony was reunited, they began to sneak back towards their destination. The shadows cast by the trees and the wall obscured their path. From their vantage point, they could see a pony guard patrolling the wall, staying near a large torch. Other guards were posted along the entire wall every few hundred yards or so.

"Twilight," said Rainbow Dash. "Can you teleport us to the other side?"

"Maybe," she replied, "but I don't think that's our safest option. We don't know what's on the other side of the wall, so teleporting might put us ten feet underground, thirty feet above the ground, or in plain sight of the pigs."

"Guess it's up to me, then," said Rainbow Dash. When the others looked at her quizzically, she explained: "Fluttershy and I can carry the rest of you over the wall one by one."

Applejack volunteered to make the first trip, so they waited until the guard was looking at the other side of the wall, and then the two pegasi hoisted her up past the canopy and onto a section of wall about as far to the left of the guard as they could get without nearing the next guard over. The fliers set Applejack down so the three of them could survey the ground on the other side. At the sound of their hooves landing on the wall, the guards turned their heads. Rainbow Dash panicked and instinctively turned to jump off, but remembered Applejack. Not sure what else to do, she pushed her friend over the wall and into Sustria.

She whispered apologies as she and Fluttershy caught the earth pony mid-fall and set her at the base of the wall. From there, they repeated the process (albeit more gracefully) until all six of them were outside Equestria.

The vast, muddy, flat expanse that awaited them was in marked contrast to the heavily wooded region they'd just left. They noticed that the road continued on the other side, but it seemed like a bad idea to walk down it, so they made their way into some nearby plains, stepping around the deepest areas of mud as best they could, and eventually came across a gully that would provide them with ample cover. Rarity immediately tried to wipe her hooves off on a patch of grass.

"I say we bed down here for the night," said Applejack. "The dark'd help keep those pigs from spottin' us, but we won't be able to see them, neither. 'Sides, we'll need our rest." Everypony agreed with her, so they withdrew tarps and sleeping bags from their saddlebags, set them down in the flattest spots they could find, settled down and slept under the stars.

…

_Twilight tried to ignore a growing sense of guilt and unease as she crept through a large building that might have been a castle. She stopped dead as she rounded a corner and saw the same young alicorn from before, looking through a crack in one of the doors. "The terrible secret," said no one, as if to title the scene that was about to play out._

_Twilight drew close and tried to speak to the filly, but no words escaped her mouth. Just as she was trying to puzzle out why, the young one slowly turned to face her and she jumped back, for looking up at her was a pair of blackened, empty sockets._

"_Shh," she hissed, in a rasping, echoing voice that was so dead, so unfathomably far from love, hope or joy that tears of fear welled up in Twilight's eyes._

_Slowly, she turned her gaze back to the crack in the door. Twilight followed suit, though she couldn't have explained why._

_Inside, an alicorn, so ancient it seemed he must have been born alongside the Earth itself, lay feeble and helpless in his bed. As he wheezed laboriously, twinkling particles of vitality drifting out from his lungs and pores, his son dutifully rushed to his side from somewhere to the left with medicine and hot soup._

_The elder told the younger that there was something he must do, but the younger refused. His father insisted, saying that their race would surely die out otherwise, and that it was his last wish that the younger should perform this terrible task. The son trembled, fighting tears and hating himself as he promised his father that he would carry out the deed…_

…

Twilight awoke to find herself still surrounded by darkness. She gazed around idly, trying to remember what her dream had been about before she was jolted into wakefulness by the sight of a dark figure perched at the top of the gully. As her eyes adjusted to the moonlight, however, she realized two things: firstly, the figure was pony-shaped, and secondly, whoever it was wasn't looking down at her, but out across the plains.

"Pinkie?" she whispered, approaching her.

"Oh… hey, Twilight."

"What are you doing up here?" She didn't answer. After several seconds, Twilight added, "Your hair is still straight."

"Yeah. It is."

"Is it something you want to talk about?"

Pinkie took a deep breath that was slightly unsteady, but not quite shuddering. "It's my Pinkie sense," she explained.

Pinkie Pie couldn't see, but Twilight's pupils contracted and her nostrils flared. She'd had some very unpleasant experiences with Pinkie's Pinkie sense.

"It's not the usual tics, though," she went on. "It's not a sudden, sharp feeling, like a twitch or an itch. It's more like…" she started speaking so quietly that Twilight had to move closer to hear. "…it's more like this constant, deep vibrating feeling, like there's a really loud sound everywhere, for miles and miles around, but even though it's loud, it's so low that I can't even hear it." Twilight heard real fear in her voice.

"What do you think it means?" she asked.

"I don't know… but, if I had to guess, I'd say it means bad things are going to happen. Not just one bad thing, but a lot of them, and they're all related somehow. It's like… everything is going to change."

"Well… you know, whatever happens, we can all count on each other. You know that, right?"

Twilight couldn't see it, but Pinkie Pie smiled ever so slightly. "Yeah," she said. "I know."

They gazed up at the night sky for a minute or more. Then, Twilight said "We should probably go back to sleep. We've got a big day tomorrow."

"Yep."

The two ponies returned to their makeshift beds. Twilight couldn't help but wonder why Pinkie's fear had sounded so familiar, like some old friend she'd known long ago.

…

When Twilight awoke the next day, she saw that Applejack had been the first to rise. She was in the middle of preparing breakfast for the others when they began to stir. Knowing it was no longer worth it to make them believe she was asleep, Twilight disentangled herself from her sleeping bag, shaking, rubbing and stretching the sleep away.

As they munched on their apples, everypony kept very quiet, unsure if any pigs would venture this far from the road. Rainbow Dash finished eating first and poked her head out of the gully to look around.

"It's clear," she said, looking down at the others. Once everypony's stomach had been satiated, Twilight got out a map of Sustria.

"Right, so I'd estimate we're somewhere around here"— she indicated a spot near the border— "and the closest town is Hogdenville, located a few hours away."

"Perhaps you should cast the tracking spell now, so that we know whom to look for when we get there," suggested Rarity.

"Good thinking, Rarity," said Twilight. She got the coin out from her saddlebag and set it on the ground in front of her. She closed her eyes and concentrated on it, forming images in her mind's eye of the ponies who had touched it.

First, she saw herself, then Pinkie Pie, and then—she shuddered for a moment—the zebra assassin. Concentrating harder, she saw a pig—a wealthy one, by the look of his black cape and top hat. He also wore a bow tie and had a mole on his left cheek. Twilight was immediately struck by his ugliness, until she reminded herself that wasn't the point and tried to study him more closely. However, his image started to blur and morph into whoever had held the coin before him, but of course Twilight wasn't interested in that, so she awoke herself from her trance.

"It was a pig, just like we thought," she explained, and described his appearance to them.

"So..." said Spike, "do we just go to their town and spy on them until we see one that looks like that?"

"Yeah, guess so…"

As they made their way across the plains, watching the road for pigs, Rarity said "I wonder what those ponies on the train came here for?"

"Celestia must have some idea who tried to assassinate her," said Twilight. "They're probably here to investigate."

"How do we know we won't get in their way?" asked Fluttershy. Twilight opened her mouth to give an answer before realizing she didn't have one.

"We'll just have to help them cover ground faster," decided Applejack. "If we see them searchin' this town, we'll go to another one. That way, we'll also stand less chance of gettin' caught."

A few cobblestone thatch-roof buildings appeared in the distance before they had even seen a single pig on the road. Twilight pulled out her binoculars and managed to spot several pigs, but none of them were the one they were looking for. "It's no good," she declared after a few minutes. "Somehow, we need to get in there and gather information."

For several seconds, they stared at the town, unsure how to proceed. Then, Pinkie asked "Twilight? How's your shape-shifting magic?"

…

The pigs of Hogdenville had known a vague fear and distrust of the verdant, mountainous pony lands to the north for generations upon generations. The town was like a useless appendage belonging to some larger creature, swaying helplessly next to a dancing flame. Since Sustria had never once received attacks from Equestria since its formation, Emperor Irontusk saw no need to garrison the nation's northern border. For the most part, it was understood that no ponies ever came into Sustria, and no pigs ever went into Equestria, and that was that. Perhaps this was because the border was so narrow, or maybe it was because that had been the status quo for so long.

In recent years, Emperor Irontusk had rallied Sustria's military and brought it to bear against a number of smaller, weaker, neighboring provinces. Officially, these had been considered part of the empire before, but the pigs had never bothered to make use of them. Goats, cows, sheep, llamas, and other hoofed creatures now occupied positions on Sustria's social ladder ranging from second-class citizens to slaves. After all, the pigs were a pragmatic race, and as long as they had the military might to keep these beasts under control, they were going to exercise that might.

Twilight and friends were aware of none of this as they shuffled uneasily through Hogdenville, magically disguised as pigs. They were all slowed by the added bulk and stubby legs, and Twilight found it difficult to distinguish her friends' identities—they were all varying shades of pink, without any real resemblance to their normal appearances. She couldn't shake the sense of awkward roundness, the strange absence of a neck. No one spoke to them or paid them any special attention, which was a just as well since they were completely ignorant of the pigs' social mores.

Pigs, Twilight observed, were much less colorful and far more homogenous than ponies; there were pink, brown, and black pigs, but never a blue, red, or yellow pig. Some had tusks, while others did not, and none, of course, had cutie marks, which struck her as a somewhat sad deficiency.

Like ponies, nearly all of the pigs they saw seemed content to go without clothes, so it didn't take them long to cover maybe a third of the town looking for the caped pig. Nearly every building seemed to have been built irrespectively of its neighbors—doorways faced the road, but the walls tended to be oddly near or far from one another, resulting in both unclaimed, irregular quadrangles filled with weeds and dark, cramped alleyways. Partway through their search, the ponies ducked into such an alley.

"We might not even be in the right town," whispered Rainbow Dash. "But how do we know where to go from here?"

"Well," said Applejack, "it'll be risky, and it's a long shot… but I say we ask one of 'em if they've seen this pig. With any luck, they won't notice too much off about us."

They stepped back out into the street. Pinkie Pie cleared her throat at a passing pink pig with black spots, but he didn't stop. "Excuse me," she said to him, trying to keep her voice from trembling. He turned around and raised an eyebrow at her.

"I hope you don't mind, but we're looking for a pig with a bow tie, a black cape, a top hat, and a mole… Would you mind telling us if you've seen anyone like that?"

"Nice accent," he said, and a lump formed in her throat. "Yeah, I'm pretty sure Lord Reginald looks somethin' like that, but I don't think I've ever seen him around here. Him and most of the other nobles tend to stay down in Truffledorf, and you'd have a pretty tough time getting a private audience with any of 'em. Where're you from, anyway?"

"Oh, well thank you," she said, ignoring the question. The pig continued on his way.

Twilight remembered seeing a city called Truffledorf on her map, so she moved to the front of the group and silently began leading the others out of the town via the road. On their way, however, they heard a shriek from somewhere off to their left.

"My child! Where have you taken my child?"

Across the road, a creature Twilight recognized as a goat was desperately clinging to a large, grey, tusked boar, who was visibly irritated and tried to shake her off as he trudged away. Suddenly, he jerked away from her and butted her to the ground with surprising force, causing her to slide back a couple feet through the dirt.

"As I understand it," he spat, looking at her obliquely, "you failed to pay what you owe to the empire. Consider the child a form of alternative payment."

"…but… my only daughter… my little girl, my little baby girl"—

"Shut up," he snarled, stomping on her tail and eliciting a sharp yelp. With a grunt, he turned to walk away without another backwards glance.

It was a lucky thing no one was watching the disguised ponies, because it took three of them together to hold back a furious Rainbow Dash.

"That jerk!" she hissed. "He has no right"—

"Yes, Rainbow, we know," whispered Rarity in a pleading tone, "but you're going to give us away, and in case you haven't noticed, we are severely outnumbered."

She continued to struggle for a few more tense moments, her shoulder blades twitching and squirming awkwardly as her agitated brain sent signals to her no-longer-present wings. She calmed down, however, as she realized the danger of the situation, and left town silently with her relieved companions. The goat on the other side of the street remained on the ground, sobbing in muffled despair.

They wandered well away from the town and down the road, which gradually dipped into a small, shallow valley, with sheer dirt walls dominated by ivy. When they had a clear view of a few hundred feet ahead and were sure they were safely away from prying ears, Rainbow Dash snarled "I can't believe that pig treated her like that! And no one else did anything about it! They just kept walking!"

"Yeah," added Pinkie Pie, "those pigs are like monsters! They're mean, and they pick on creatures that can't defend themselves…"

"I'm just glad we were born in Equestria," said Rarity, "where at least everypony has a sense of common decency."

"We don't know that they're all like that," said Twilight, "and remember, we're here to solve one injustice at a time. Once we deal with this… Lord… Reginald, we can see about righting some of the other wrongs in this place. Until then, we need to stay focused and stay hidden."


	6. Chapter 6: Lord Reginald

Chapter 6: Lord Reginald

After looking over their map, the ponies-disguised-as-pigs decided that their best course of action would be to cut through one corner of a nearby forest and make a beeline for Truffledorf. They struggled up a steep, dusty incline into the ferns that accompanied the tree-line, and delved into the enclosed safety of the branches and undergrowth.

"Wait," said Pinkie Pie as they were circumnavigating a briar patch. "What are we going to do when we actually find Lord Reginald?"

"Simple," replied Rainbow Dash, crushing the dried, thorny plants blocking their way with her hoof. "We kidnap him, make him tell us why he tried to have Celestia assassinated, and then… I dunno, take him back to Equestria or something."

"Right," said Twilight. "It's only fair for Princess Celestia to decide what to do with him."

Their progress was greatly slowed—both by their unfamiliar bodies, and by the dense brush, which snagged at their coats, tugging them about and turning them around in a dizzying sort of way that made it difficult to move in a straight line, or even to know how far off-course they were getting. It seemed as though they might not make it to Truffledorf before nightfall. Still, there was no way of knowing if the pigs of Sustria ever traveled through these woods, so they kept their disguises. Every so often, they would push towards a patch of light, thinking with mounting relief that the plains lay on the other side—but it would only be a fern-filled clearing, surrounded by more trees.

By the time they finally did emerge from the forest, somewhat worse for wear and covered with tiny scratches and unidentifiable bug bites, it was past noon. Because of their high vantage point and the flatness of the muddy plains, they could see the city of Truffledorf in the distance, and the vast expanse of flood plains beyond, with distant hills and ridges framing the skyline. Above their heads, irregular swaths of clouds drifted by at an unreasonable altitude.

As they drew steadily closer to it, the ponies saw that unlike Canterlot, the pigs' capital had no natural features serving to protect it, and so its inhabitants had built intimidating stone walls around the entire city, accompanied by strategically placed towers. Barely visible over the top of the wall were what appeared to be houses and shops, all built around a towering stone castle in the center.

They realized they might look suspicious approaching the city from the forest, so they veered to their left, towards the road—which, to their annoyance, turned out to lead conveniently through and out of the woods. A tusked guard watched the seven of them pass through the city's open gates, but said nothing.

Up close, the city was much more impressive; the buildings were taller than those they'd seen in most pony cities, made primarily of brick and concrete, and the entire place gave off an impression of strength and resilience. There were guards everywhere—pigs armored from head to toe, wearing spiked helmets and studded shoulder plates. Scanning the crowds, the ponies saw no noblepigs—only soldiers, common pigs with little or no clothing, and a few miscellaneous creatures: goats, sheep, llamas, and cows. As they tried to enter the castle, they were stopped at its gate by two guards.

"You do not have permission to enter the emperor's castle," snarled one of them. It seemed like suicide to protest, so they meekly mumbled a collective apology, and backed away.

As they left the city, Rarity said "It's getting dark. If we're going to find Lord Reginald, we'd better do it soon."

"Why not wait till nightfall?" asked Spike. "If we're going to kidnap him, we're probably better off not doing it in broad daylight."

And so they camped out behind a grassy ridge with their backs to the forest, watching the sun set as they worked out the details of their most dangerous plan yet. By the time it was dark enough, they were as ready as they were ever going to be. No longer worried about being spotted, Twilight returned everyone to their normal forms.

Rainbow Dash took to the skies and flew around the castle, looking for a way in from above. The pigs had spaced torches out along the wall near the ground, but not high up, so in the darkness, it was simple for her to avoid detection. She noticed light coming from an arched window, so she hovered just beneath it, careful to position herself in such a way that no one inside could see her.

She strained her ears and heard muffled voices inside, but the words were too quiet for her to discern over the sound of her own soft wing-beats. Carefully, slowly, she chanced a peek through the window, and was relieved to see that none of the pigs inside seemed to be looking in her direction.

The room was lit more or less ambiently, and a meticulously set table awaited what would surely be a meal worthy of royalty. Two of the pigs present were wearing top hats and capes, but neither had a bow tie or a mole. There was also a third individual—a lady pig, wearing a dress and a necklace. Rainbow Dash moved on.

In the same fashion, she checked window after window, and saw noblepigs of all kinds throughout the castle, but none of them was Lord Reginald. Just as she was about to circle around once again, she was startled by a voice from a balcony nearby.

"Yes, I heard about Hogdenville." She whirled around, and saw where the speaker was standing just in time to zip out of sight, underneath the balcony. "Just because there was no official announcement doesn't mean the news hasn't spread like wildfire."

"Perhaps," replied another voice from the balcony, "but have the details?"

"And which details might those be, Lord Reginald?" Rainbow Dash felt a jolt run through her. This was it—she had finally found him.

"As I understand it, those famous pegasi were there… what are they called? The Wonderbolts, wasn't it?"

The first jolt was blindsided by a second. The Wonderbolts had come to Hogdenville! But what could they possibly have been doing there of all places?

"Yes I think—wait. Do you hear something?"

Panic rushed through her. In her distracted state, had been flapping her wings a bit too quickly. She dove downwards, careful to take a path that wouldn't put her in their view.

She deftly spiraled back down to the place where her friends were hiding, prompting them to bombard her with whispered questions.

"Did you find him?"

"Where is he?"

"Did anyone see you?"

Wasting no time, she told them roughly where she had found Lord Reginald. This was Fluttershy's cue, and the two of them took off, heading back towards the balcony.

When they got there, Lord Reginald and his companion had evidently gone inside, for though the doors were open and light shone from within, the balcony was empty.

"Alright, Fluttershy," whispered Rainbow Dash, getting as close to her ear as she could while they were both flying. "We'll probably only get one shot at this, so we have to get it right. Remember, the most important part is to make sure we don't get caught."

Fluttershy nodded, and the two landed softly on the balcony. On the other side of the open double doors, they could see a bed, a cabinet, and some other small pieces of furniture, all as ostentatious as they'd have expected. They stood perfectly still, waiting for any sign of movement, and slowly, silently began to inch forward.

When they saw Lord Reginald, they immediately knew they were in luck, for he was alone. He was putting out the candles sitting throughout the room, preparing to go to sleep. As he noticed Rainbow Dash and Fluttershy, he opened his mouth to scream, but with a sharp _swoosh_, Rainbow sprang upon him, covering his mouth with her hoof.

Carrying a struggling pig while flying and stifling his speech was more difficult than they had anticipated, but they outnumbered him and were equal to the task. As they lifted him off the balcony, he squirmed mightily, causing them to jerk from side to side somewhat. However, as he looked below him and saw how high off the ground he was, he immediately went limp, deciding that breaking free from his captors wouldn't do him much good if he fell to his death immediately after.

By the time the other ponies saw the three of them coming, they were prepared with rope, and, as Fluttershy and Rainbow Dash landed, Applejack bound Lord Reginald while everyone else helped restrain him. Once he was fully bound and gagged, they formed a circle around him. Twilight shone a dim light upon his face, studying him closely.

The cape, the mole and the bow tie were all there, though the top hat had fallen off while he was in the air. He was quaking and his eyes flicked around in fear as he looked at his captors from the ground. There was something vaguely revolting in his aspect that had been invisible in Twilight's vision; behind those watery, fearful, beady eyes seemed to lurk a conniving, quivering intelligence, devoid of empathy—a mind that spoke only the language of fight or flight, power or helplessness, life or death.

"That's him, alright," whispered Twilight. She felt anger rise up inside her—before her was the very pig who had tried to have Celestia killed that fateful night at the Gala, to take the life of Equestria's great and benevolent princess.

"We should take him into the woods, so no one'll find us," whispered Applejack. She attached another length of rope to the one that bound Lord Reginald, and fashioned a makeshift harness for herself in order to drag him across the ground.

As they entered the forest, Lord Reginald began to struggle once again, letting out muffled screams against the piece of cloth the ponies had used to gag him. Applejack's ropes held fast, however, and soon they were securely amongst the trees without incident.

Figuring that some kind of formalities were in order, Applejack wriggled out of the harness, and turned to look once more at the pitiful creature before her. Twilight was the first to speak, ripping the cloth from Lord Reginald's mouth as she snarled "Why did you try to have Princess Celestia _murdered_?"

The pig's voice echoed through the darkness as he answered: "Please! Please, it wasn't my idea! I was convinced… bribed, even, and back then I had no money, so of course I"—

"You're lying," Twilight stated coldly, and she spat in his face.

"No!" he cried. "It's true, I swear! It was…" his eyes widened, catching the moonlight, giving him the appearance of someone mad. "…It was a pony who did it! A betrayer, one of your own!"

Twilight thought to herself that she had never in her life seen a spectacle so utterly disgusting as this cowardly, pleading, lying pig. She averted her gaze.

"We should probably set up camp," she said tonelessly.

They tied Lord Reginald to a tree and set up their bedding in a circle around him, so that they would wake up if he managed to get himself untied during the night. They all slept uneasily, but Lord Reginald made no move to escape.

…

_The little alicorn kept her eyes shut tight and pressed herself hard against the grass, forcing the scent of the earth into her nostrils, pretending to be asleep as the older ones argued. Twilight tried to console her, offering to help, but she shook her head to indicate that this would only make things worse. One of the grown alicorns was shocked and disgusted by something the other had said, and their voices grew louder and louder. Suddenly, there was a flash of light, and the little one tried to be brave, tried not to cry as she realized her brother was viciously attacking her sister…_

_ Twilight stepped forward to intervene, but tripped and fell through the ground, her stomach lurching as she descended through blackness, down, down into the underworld. Swirls of electric blue passed her by as an intense cold surged through her entire being, and she knew then that there was nothing in the world she wouldn't give to get back up, to escape what lay at the bottom of the pit…_

…

Twilight snapped awake, surprised to see that morning had already come, filtering through the dense canopy in bright rays that struck the vegetation at awkward angles.

After everypony had eaten, Rainbow Dash tried her hoof at interrogating Lord Reginald, who was crumpled awkwardly right where they had left him.

"Are you ready to tell us why you sent that zebra after the princess?"

"I told you," he replied, emphatically and somewhat hoarsely, "I was paid to do it by a pony."

Rainbow Dash raised an eyebrow. "So… you were paid to assassinate Princess Celestia, and you paid someone else to do it?" By now, everyone else was watching them intently.

"She covered the cost of the assassin and then some," he added quickly. "I think she really wanted your princess dead, that pony. Anyway, she was hiding out in Sustria, and"—

"What did she look like?" interrupted Rainbow Dash.

"Purple. Now, as I was saying, she was living near the castle in secret when she contacted me. She said something about wanting 'justice'—not that I could imagine what she meant by that—and, after we worked out the deal and she paid me, she disappeared. I think she went back to Equestria, but it's hard to say for sure."

None of them believed him, but he seemed intent on sticking to his story, so they gave up and resumed their journey back towards Equestria. Once again, Applejack dragged him along as they made their way back through the forest, but she noticed that it would be impossible to get him through some of the denser patches of brush, so she tied the knots in such a way that he could walk stiffly, but not run. No one spoke.

A burst of sunlight disoriented them as they made it out of the forest and into the plains, noticing only once they'd stepped out just how much filth they'd brought with them on their coats. Twilight considered disguising them again, but she secretly hoped they would be attacked by pigs, so that she would have an excuse to fight them. Perhaps the others felt the same way, for none of them asked to be shape-shifted.

As they were trudging through a large swath of mud, Fluttershy suddenly froze.

"What's wrong?" asked Rarity nervously, trying to follow her gaze.

"There's someone over there," she replied, pointing, and everypony tensed, scanning the landscape intently. Sure enough, Twilight could just barely make out the figures of someone (several someones, in fact) cresting a hill in the distance. However…

"Are those ponies?" said Pinkie Pie.

As they cautiously drew closer, they saw that they were, in fact ponies. Without warning, Lord Reginald began squealing and struggling, and Applejack had to dig her hooves into the ground to keep him from pulling her over with the rope.

"No!" he cried, sounding terrified. "They must be the devils who destroyed Hogdenville! They'll kill me, I know it! Don't let them see me! Please, I beg of you!"

Applejack tugged hard on the rope, causing him to fall over. "You have no right to beg for nothin'!" she spat. "After what you did, t'aint no punishment bad enough for you!" She looked at Twilight, waiting for her to agree. However, the unicorn wasn't even looking at him, but at the town of Hogdenville, partially obscured by the hill, and the ponies walking towards it.

"Something's wrong," she said quietly. "The buildings… they're… gone."

A few buildings were left standing, but for the most part, she was right. As they dragged Lord Reginald kicking and screaming out of the mud and across the grassy plain, they saw that the ponies in the distance weren't walking towards a town, but towards a massive field of rubble and ashes.

"It was those pegasi!" snarled the pig, sounding more desperate than ever to get away. "Those famous fliers, the"—

"The Wonderbolts," finished Rainbow Dash, prompting everypony to look at her. "I overheard him saying something about them earlier, on the balcony," she explained, "but I forgot about it 'till just now."

"Yes," Lord Reginald went on to say, "those Wonderbolts destroyed the town, and now they've sent those ponies to claim it for Equestria! Oh, how you ponies disgust me, with your sorcery and your flank marks and your weather control…"

"The Wonderbolts would never do a thing like this," said Rainbow Dash, glaring at him.

"Well, then, would you care to tell me he who _did_?" he exclaimed wildly. Distracted by the conversation, he was becoming less resistant to Applejack's tugging, and they accelerated a little.

"Hey, guys?" said Spike nervously. "Even if Reginald is lying, maybe we should be careful. I mean, we don't know those ponies over there, and whoever they are, they might've had something to do with destroying the town."

There wasn't much cover, but they managed to remain unnoticed by crouching through patches of tall grass and sneaking behind large rocks. As they came closer, they saw that the ponies were clearing the rubble (mostly with magic, for many of them were unicorns) and cleaning up…

"…bodies?" whimpered Rarity.

And they were: scattered amongst the rubble were countless corpses of pigs, crushed by falling debris or lying bleeding on the road. They saw a unicorn approach one and unflinchingly set fire to it with magic, quickly reducing it to ashes. Everypony hiding in the brush went pale in an instant.

Silently, they began to creep away from the grisly sight. Even after they had made it around the town, they maintained their caution—for they were even more afraid of being spotted by these ponies than they had been of the pigs. After what felt like hours, they found a gully that looked just like the one they had slept in when they had first come to Sustria. Desperate for a place to hide from anypony who might be passing through, they clambered down.

"You see?" hissed Lord Reginald once they were safely inside. "You see the atrocities your kind commits? It's no wonder that pony wanted your Princess dead!"

Twilight glared at him. As much as she had come to hate him in the short time she had known him, it now seemed that ponies—some ponies, anyway—were no more trustworthy than pigs. If only there was a way to test whether he was telling the truth, she thought… and then, it came to her.

"You said you had no money when that pony paid you," she said intently, her heart pounding as she wondered where her idea would lead.

"Well, none on _hoof_," the pig replied. "I serve close to the Emperor, and he provides his nobles with food and housing, but… why are you bringing this up, anyway?"

Everypony watched Twilight, confused, as she rifled through her saddlebag. Suddenly, Pinkie Pie let out an "Ohh!" and her eyes widened in understanding.

"Found it!" Twilight exclaimed, and she plucked out the copper coin.

No one blinked as she set it on the ground and once again entered a magical trance. The same images as before flashed through her mind: Twilight herself, Pinkie Pie, the zebra assassin, Lord Reginald, and—

Her eyes shot open as she snapped forcibly out of the trace and gasped. There was a flurry of confused voices around her, asking who she had seen.

"It was…" she took a deep breath. "…It was Cheerilee."


	7. Chapter 7: Secrets and Lies

Chapter 7: Secrets and Lies

Twilight's head was spinning. She had always thought of Cheerilee as the kind, caring pony who took joy in nurturing young minds and helping fillies learn and grow. To imagine her plotting an assassination—let alone that of Princess Celestia—was mind-boggling.

"Applebloom!" exclaimed Applejack. "She's still in Ponyville with Cheerilee!"

"Calm down," said Pinkie. "We don't know that she's with her"—

"She's in the same town," Applejack pointed out, "and that's reason enough to hurry back there as soon as possible! Let's move!"

And so they did. Much to Lord Reginald's chagrin, rather than allow him to walk, Applejack pulled him so quickly that he was dragged spinning, sliding and stumbling across the grass.

"What are we going to say when we reach the gate?" asked Spike from Twilight's back as they galloped onward, cutting across slight bends in the road for the sake of time.

"Let's just tell them we got kidnapped and escaped," suggested Twilight.

Soon, they saw the massive wall up ahead, and increased their pace. However, they began to slow down when they noticed a large group of pegasus soldiers marching across the plain in their direction. As the soldiers spotted them, they sped up to a gallop, and a few of them took to the air.

Lord Reginald let out a terrible squeal and bolted away, dragging Applejack with him. Surprised by his sudden strength, she scrabbled around with her legs for a few seconds before Rainbow Dash grabbed her tail and helped her pull the pig back. As for the others, they simply stood and stared at the approaching pegasus squadron. There might have been as many of fifty of them, and they all wore freshly polished, thick plate armor. In a jarringly short time, the pegasi had closed the distance.

They seized Lord Reginald, and he screamed "No! Don't let them, please! You don't know what they'll"—

"_Silence_!" snapped the largest most decorated soldier, and he slapped the pig with his hoof. As two pegasi carried the screaming pig away, flying him over the wall, out of sight and out of mind, the soldier who had struck Lord Reginald spoke to the ponies before him:

"What are you all doing here? How did you get across the wall?"

"We were kidnapped!" said Rainbow Dash. "The pigs captured us when we were on the road, and"—

"and they took us away on their boats!" continued Applejack. "Sailed us 'round the wall, and"—

"and then they locked us in the castle!" added Pinkie Pie. "But we escaped, and on our way out, we captured him, and"—

"and that's how we ended up here!" finished Rarity.

Their hearts beat furiously as the soldiers looked them over. "Well," said their commander, "that's a pretty impressive feat, escaping those pigs like that. You must be looking forward to going home after an ordeal like that." They all chimed in their agreement, so he escorted them through a door in the wall and out the other side.

"Should be a train coming in a few minutes or so," he told them. "Can I get you anything?"

They told him no, thank you, so he went and spoke with the other soldiers waiting inside the wall.

"I'm scared," admitted Fluttershy. Do you think _those_ soldiers were the ones who"—

"_Shh_!" hissed Twilight in a sharp whisper. "Not a word until we're away from them." She glanced around nervously, but the soldiers were still conversing amongst themselves.

When the train arrived, the soldiers wished the six ponies good luck, and they were on their way. They stayed completely for most of the train ride, unsure whether anypony in the next cabin could hear them. As Twilight watched the countryside roll by, she wondered what was in store for them. They'd seen things they weren't supposed to, things they'd never have expected. How long was it before they'd be interrogated?

They disembarked in Hoofington, since the train didn't pass through Ponyville. They hurried off down the same road they'd come from, passing once more through the briars.

Twilight glanced around at her friends and asked "What do you all think about death?" She posed the question suddenly, surprising even herself. Rainbow Dash raised an eyebrow.

"Death?" repeated Rarity. "You mean the skeleton in the black cloak?"

"Yeah," lied Twilight.

"He carries a sickle around, too," added Pinkie.

"I always heard he was a pegasus," said Applejack. "He flies 'round on silent, bony wings, findin' ponies at the end of their lives 'n takin' them away."

"Wouldn't he be an alicorn?" asked Fluttershy. "That way, he would be immortal."

"Well," said Spike, "he's already a walking skeleton, so I think you're just supposed to assume he's immortal."

"Oh, right."

Her friends went on debating the finer points of Death the mythic character, Death the skeletal pony, Death who was not real death and did not begin to resemble it. Twilight experienced a dull, aching loneliness. If was what the word "death" meant to them, how could they understand how she felt? _I should've just kept my mouth shut_, she thought bitterly.

…

Back in Ponyville, Scootaloo was tenuously skirting the edge of the Everfree Forest, following the border between civilization and wildness, as Sweetie Belle and Applebloom watched her from the nearby meadow. She cantered over to them, sat down, and sighed.

"I still think we should go in there," she said sulkily.

"But Scootaloo!" said Applebloom, "remember what happened last time we went in there?"

"I know, I know… but what if Rainbow Dash and everyone went in there and they need our help?"

"We have no way of knowing if they went there or not," Sweetie Belle pointed out. "They could just as easily have gone anywhere else in Equestria."

Just then, they heard Mrs. Cake calling their names. They turned around and saw her standing near Fluttershy's cottage.

"Just what were you doing near the Everfree Forest?" she asked them as they approached her.

"I was wondering if Rainbow Dash and the others went in there," explained Scootaloo, "because they've gone on adventures there before, and"—

"and it's a very dangerous place," interrupted Mrs. Cake. "No place for ponies your age. Come along, now; it's almost dinner time."

As she led them to Sugarcube Corner, Sweetie Belle asked "Mrs. Cake? Pinkie Pie didn't… you know, say anything that might've given you any clues about where she was going, did she?"

Mrs. Cake tensed slightly. "All she said," she replied softly, "was that it was a secret, and that they didn't want to be followed, and that when she gets back, she'll be happy to tell me where she went. Now, come along."

…

That night after dinner, she invited the three fillies to sleep in Pinkie's room. Once they were set up, and once she had wished them good night, Applebloom got up, walked over to the window, and looked out across the sleeping town.

"Applebloom?" whispered Sweetie Belle, unsure why she was whispering.

"Yeah?"

"You should probably try to go to sleep. That way, tomorrow will come faster."

"What're you talkin' about?" asked Applebloom. "Tomorrow'll come at the same time no matter what, and that time is tomorrow."

"I guess so… but, you know, you won't be doing yourself a favor if you spend all night looking out that window."

"I won't," said Applebloom. Just as she started to turn away, though, a dark shape on the road caught her eye.

"Wait!" she whispered sharply. "I saw someone."

The other two immediately sprang up and dashed to the window. A pony-shaped figure was moving steadily down the street, fading in and out of visibility.

"Who is that?"

"I can't tell… it's too dark."

"I wonder if it's…"

Their excitement doubled as they realized that whoever-it-was was heading towards Sugarcube Corner.

The air was sucked out of the room by a knock at the door. They listened, completely still and completely silent, as Mr. Cake got up, walked downstairs and answered the door.

Then, they heard a muffled "Surprise!" in a voice that they would've recognized anywhere.

The three of them nearly tripped over one another as they scrambled out the door and down the stairs, and sure enough, there was Pinkie, her eyes bright, her hair curly and bouncy, albeit riddled with twigs.

She and Mr. Cake must have just embraced, for as Applebloom and the others ran towards her, he removed his hoof from her shoulder.

"Pinkie Pie!" they all cried, clustering around her. Her mane and coat were matted in places by dried mud, and she seemed tired but as joyful as ever.

"Hey, cutie mark crusaders!" she said brightly. "What's up?"

"What's up with _you_?" asked Scootaloo. "What's been going on?"

Her hair wavered for a moment, but maintained its shape. "Well, I'm sure you heard about what happened at the Gala, right?"

"Right…"

"Well, my friends and I did some detective work…

"…and you know who did it?"

She laughed softly. "I didn't say that. Look, don't any of you worry, alright? We all made it back safe and sound, and that's what matters. Twilight and Spike and Rarity and everyone are all back, too, so"—

"Really?" interrupted Scootaloo. "And Rainbow Dash, too?"

"Yup, Rainbow Dash, too."

"Where are they?" asked Applebloom.

"Well," replied Pinkie Pie, "I can't speak for everyone, but I think Applejack is looking for you," and she poked Applebloom gently on the nose.

"Really? Guess I'd better go find her, then, huh?" Applebloom couldn't wait to see her sister again, and the same went for Sweetie Belle. The three crusaders bid Pinkie Pie goodnight and thanked Mr. and Mrs. Cake for their hospitality, and with that, they were off.

"What you said about… investigating what happened at the Gala," said Mrs. Cake once the fillies had disappeared into the night. "Was that true?"

"Yeah," said Pinkie Pie. "It's a really long story, too."

"And you don't… you don't know who sent that zebra, do you?"

Pinkie Pie bit her lip. "Well… we… have some suspects, but we aren't really positive yet."

"I… see," said Mrs. Cake. "By the way, I hope you don't mind that we were letting Applebloom and her friends stay in your room…"

"No, not at all!"

"Well, that's a relief. You see, they spent the last two nights at Cheerilee's house, and we didn't want to put too much of a burden on her…"

"Oh, really?" she asked, trying not to sound too interested. "That was nice of her. Where is she? Rarity and Applejack will probably want to, you know, thank her…"

"Well, I'd assume she's at home… come to think of it, though, I'm not really sure which house she lives in. Maybe Rarity and Applejack can thank her tomorrow morning at the schoolhouse, before the fillies arrive."

"Alright," replied Pinkie Pie, and she began walking towards the stairs. "Well, it's great to be home safe and see you both, and I'd love to tell you all about my investigations in the morning, but as you can probably imagine, I've had a long journey, and I really need to get some sleep. Night!"

After she had reached her room and closed the door behind her, she collapsed on her bed. As she did, she stopped forcing herself to smile, and her hair released its volume like a great puff of air, falling straight in her face. Her Pinkie sense was acting up worse than ever.

…

Rarity was caught unawares when Sweetie Belle accosted her as she was walking through the front door of her house. "Rarity," she cried, "where were you?"

"Sweetie Belle, I"—

"Couldn't you at least have told me where you were going?"

"I'm sorry," said Rarity quickly, "but it was too dangerous a place for somepony your age, and I was worried you'd insist on coming along."

Sweetie Belle was still frowning. "So… can you tell me where you went now that you're back?"

Rarity hesitated at first, but remembered that her sister, like every other pony in Ponyville, had heard about the attempt to assassinate Princess Celestia and the zebra's suicide.

"Well… I _suppose_ I could," she said, and she told Sweetie Belle about the coin, sneaking into Sustria, capturing Lord Reginald, and returning to Equestria. She left out the part about Hogdenville being destroyed by ponies, and the part about Cheerilee being the one responsible for sending the assassin.

"Wow," said Sweetie Belle when she had finished. "That's amazing! I wish I could go on an adventure like that."

"Maybe when you're a bit older," suggested Rarity—though she secretly hoped her little sister would never have to go through anything like what she and her friends had, or see the things they'd seen.

…

Over at Sweet Apple Acres, Applejack was trying to placate Applebloom. "I left you here for yer own good," she insisted. "Sustria's no place for a filly. You know what they do with critters that ain't pigs down there?"

"No. What?" Applebloom asked grumpily.

"They enslave 'em." Applejack wasn't quite sure if the goat they'd seen was a slave or not, but her lot in life had certainly not been a pleasant one.

"I wouldn't let 'em capture me," said Applebloom stubbornly. "I'd fight 'em off, like this!" She made kicking motions through the air.

Applejack frowned. "Yeah, I'm sure you would. Anyways, did Mr. and Mrs. Cake and Big Mac take proper care o' you while I was gone?"

"Yup. I hung out with the other Cutie Mark Crusaders, mostly, and we stayed at either Sugarcube Corner or Ms. Cheerilee's house."

Applejack's heart skipped a beat, but she wasn't about to let Applebloom see her distress. Instead, she sent the protesting filly to bed before retiring to her room herself. Applejack hoped Cheerilee wouldn't be too hard to find the next morning, because she was intent on having a word with that pony.

…

Twilight and Spike were looking through the library to make sure everything was still in order, which of course it was. Owloysius had greeted them with cheerful hoots on their way in, and now he watched them silently, perched on one of the highest shelves.

"Do you think it'd be worth it to just try and find Cheerilee now?"

"Well, I thought about that… but it's so late at night that she probably wouldn't let us in, and I don't want it to look like we're breaking into her house for no good reason. I'd rather wait until tomorrow when we can all confront her together."

"Yeah," Spike yawned, "that does make sense."

Twilight gazed through the window, out at the world she'd now seen a completely new side of. "I've been feeling awful lately."

"Why is that?"

A single word formed on the tip of her tongue, bitter and stale, weighing a thousand pounds. She swallowed it. If she didn't think about the word, maybe she could stop thinking about the thing itself. "I don't know. I've just been feeling sad and scared in a way that's hard to pin down. It's not what happened at the gala, or what we saw in Sustria, it's… something else, I'm not sure what."

Spike bit his lip. "If you don't know what you're upset about, I don't know what to say. I mean, I'm scared, too, but that's because I'm worried someone might track us down now that we've seen things we weren't supposed to. That and I'm scared to find out what other secrets those ponies who destroyed that town were hiding. Still, I know you can protect me if anything bad happens, and I'll look out for you too, y'know?"

Twilight smiled. "Yes, I know."

"I mean it, I'm here anytime if you want to talk."

"Well, I think I feel a little better already."

"Well, great, because I am exhausted."

"Then you'd better get some rest. Good night, Spike."

"Night, Twilight." With that, he was out like a light, collapsing onto his bed. Twilight smiled and tucked him in.

…

Some time later, however, something caused her to snap awake in her own bed—though she wasn't quite sure what. It was as though she'd heard a frightening sound in her sleep, but woken up without being able to identify what it meant, and therefore what made it frightening. As she scanned the darkness of her room, she saw a flicker of movement in the extra-dark spot just below her window, and her heart started pounding.

Her immediate reaction was to narrow her eyes so that it looked like they were closed, while secretly watching the spot through tiny openings between her eyelids. She wasn't sure if whoever was there had seen her wake up, but she wasn't about to take any chances. As she focused on the dark spot, she was positive she saw the shape of a pony hiding there, holding perfectly still. When the figure didn't move, Twilight gathered up all of her courage, concentrated her magic, and, in one extremely quick, fluid motion, she sprang to her hooves and shot a blinding beam of light into the corner.

It was Cheerilee. Twilight felt her blood turn cold.

"Ahh! Please… it's too bright…"

Twilight didn't dim the light, and kept it pointed straight at Cheerilee's face. "What are you doing here?" she asked.

"You have to listen to me, Twilight… there are—well, there are ponies in Ponyville who listen in, alright? They're not always there, but you can't be too careful."

"What are you talking about?"

"Look, I'm sorry to sneak in like this, but I wanted to be absolutely sure I wasn't seen, and that meant no opening the front door, no lights, and… please, can you stop shining that at me?"

Hesitantly, Twilight did so, figuring she had plenty of spells available if the schoolteacher tried to escape or attack.

"Thank you. As I was saying, life here in Ponyville—and Equestria in general, for that matter—it's not what it seems. You must have noticed that, right?"

"I still have no idea what you're getting at," said Twilight.

"So… you didn't notice anything odd on your way back from Sustria?"

"Wait—how did you know that's where we were?"

"I overheard Rarity talking about it to Sweetie Belle on the way here. Anyway, you might not have heard yet, but there's been talk around here of a new pony town being 'founded' in the south, as Celestia mentioned during her speech at the Gala. I want you to think back, and try to remember if you saw that town on your way here."

Twilight felt a jolt as she remembered Hogdenville, and Cheerilee saw it in her eyes.

"You did see it, then?"

"Well… I saw… wait, how does this involve you? What do you know about that?"

"I've heard you're very good at magic, Twilight… much better than any other unicorn in Ponyville."

Twilight was suddenly very uncomfortable. "What does _that_ have to do with anything?"

"Has the princess ever said anything unusual about your magic?"

"Cheerilee, you realize this all sounds ridiculous, right? What are you getting at? Just spit it out!"

Even though they were alone, Cheerilee glanced around nervously. Then, she looked once again at Twilight, and the way her eyes glistened in the darkness was terrifying.

"The evidence is everywhere, Twilight," she said in a barely audible whisper. "I can't make it any clearer for you than you can for yourself, if you look in the right places. I will say this, however: not one pony in the entire royal court can be trusted."

Without warning, she then turned around and climbed out the window, onto the roof. "I have go now," she said. "There's no telling when they might start watching, or where they'll be looking." Twilight heard the faint sounds of her climbing down to the ground, followed by silence.

…

Patrick snapped awake, the first few streaks of sunlight staring into his face. He stood up, instinctively scanning the neighboring stalls for his parents for a few seconds before he remembered they'd been taken away the previous week. He lay back down in the straw, pretending to be asleep even though none of the other warm bodies in the neighboring stalls had stirred yet.

He knew the master would arrive within the hour, heralding the beginning of a new day's work. Silence filled the road outside, and a cold fog seemed to have settled in sometime during the night, amongst the cramped buildings, the dense yet dormant life.

An unfamiliar sound grabbed his attention, prompting him to peek out of the stables on his hind legs. It was a sharp, rushing noise—_in the air_, he realized, so he looked up. Within seconds he'd spotted them: two somethings in the air, too large for birds, heading towards the city. It was hard to tell from this distance, but they looked a bit like goats, only more colorful and with wings. They disappeared from view for a minute or two, and then returned the way they had come, heading back towards the hills.

Patrick leaned sharply to the side, trying to keep his eyes the mysterious visitors, but lost his balance and fell. As he impatiently struggled back up, a new sound met his ears: stampeding hoofsteps. He quaked as he spotted hundreds of somethings rushing from the hills, emerging from the crevices of the land. As they spread out across the land, some came on hoof and others flew. It occurred to Patrick that these were ponies.

He dropped down out of sight, backing towards the corner as the sound of the stampede grew closer. As the ponies reached the building, the sounds of screaming pigs erupted in a ripple that spread across Snoutdale. Soon, crashes and clangs followed. Patrick jumped as something large slammed against one of the walls of his stall, causing it to warp and splinter until it gave way and a huge, bleeding pig collapsed onto the floor. Patrick glanced around for the pig's attacker, but no one else entered the stall, so he swallowed his hesitation and climbed over the dazed pig.

Outside, he was able to see the chaos in full swing: squadrons of armed pigs rushed forth from the barracks to meet the pony menace. Meanwhile, most of the civilians fled, jostling one another as they scrambled away from the faster, more agile ponies who stomped on them from the air and stuck them with spears from the ground. High above the city, the two pegasi Patrick had seen originally flew in great circles, joined gradually by others. The word _tornado_ flashed through his mind and he bolted.

It wasn't until several minutes later that he dared to look back, panting and ducking in the tall grass. Fires were being born all across the rooftops of Snoutdale, bodies were scattered randomly, and bits of debris were being pulled upward by the tornado growing in and above the city. The ponies' numbers hadn't visibly dropped, and armored pegasi were chasing down stragglers who thought to escape with their lives. _Do they only want pigs?_ Patrick wondered, _or am I safe?_

He didn't wait to find out. As brilliant blazes erupted and the tornado jerked squealing pigs from the road, Patrick turned to continue his flight, off into the wilderness, away from the roaring death.

…

Later, when the royal pegasus brigade had finished raising the city, the Wonderbolts gradually allowed the tornado to disperse. As Soarin' descended into what remained of Snoutdale, he surveyed the carnage below with cold impassivity. He saw the broken bodies, the smoldering remains of homes, the last few pigs being corralled into pens that would be their graves. As his hooves touched down on the dry, caked mud, Soarin's cutie mark, a skull, shone in the brilliant sunlight.


	8. Chapter 8: Detective Work

Chapter 8: Detective Work

"She was in your _house_?"

Pinkie Pie was gaping at Twilight in shock as she recounted her bizarre visit from Cheerilee. The six ponies and Spike were gathered in a circle in the meadow near Fluttershy's cottage.

"Why did you let her get away?" demanded Rainbow Dash.

"I don't think she planned on leaving town," Twilight explained. "She just… kept saying that someone might be watching us, whatever that means."

"Well, if she's still in town," said Applejack, "then let's go find her! She tried to have Princess Celestia _killed_, remember?"

"I know, I know!" said Twilight. "This is all so confusing…but I feel like if we turn her in, we might never find out what really happened to Hogdenville."

"Twilight, dear," said Rarity, looking worried, "you're not… you're not actually _suggesting_ that Cheerilee had a good reason for trying to have Celestia killed, are you?"

"_No!"_ shouted Twilight, stomping the ground so hard her hoof hurt. Then, surprised by her own anger, she added: "Sorry… no, I'm not. It's just that, well, maybe she really does know something about the royal court that we don't, and while I don't think we should let her have free reign and run around as she pleases, turning her in is something we won't be able to take back if it turns out to be the wrong decision."

"So… you're saying we should keep an eye on her, but not tell anyone what she did?" asked Rainbow Dash.

"Yes, exactly." She looked around, carefully studying her friends' expressions, but none of them argue with her. "Anyway," she continued, "whatever we do, we should be covert about it. I hate to think how the little fillies in this town would react if they knew what their teacher did."

"Oh!" exclaimed Rainbow Dash. They all looked at her, and she shuffled her wings nervously. "Yeah, um, me too…"

…

Applebloom sat at her desk at school, staring at the clock. The moment it struck three o'clock, she got up and started heading for the door.

"Applebloom?" asked Cheerilee. "Just where are you off to?"

"It's leaving time, Ms. Cheerilee," she replied, blushing as she realized she was the only one standing.

Cheerilee looked at the clock. "Oh, so it is!" she laughed. "All right, everypony, you are all free to go."

Applebloom ran around the school and tracked down the other Crusaders as quickly as she could. First, she encountered Sweetie Belle, and together they tracked down Scootaloo. When they found her, however, she was acting unusual—glancing around at the ponies leaving the schoolhouse with a looking of apprehension.

"What's wrong, Scootaloo?" asked Applebloom, and the pegasus filly jumped.

"Oh, hey, Crusaders. Didn't see you there."

"Are you waiting for someone?" asked Sweetie Belle.

"Not exactly…"

She beckoned that they should follow her, and led them down alongside a creek than ran just outside Ponyville. They all stepped carefully over the rocks that made up the riverbed.

"Applebloom, you're in Ms. Cheerilee's class, right?"

"Yup. Why d'you ask?"

"Did anything about her seem… _weird_ to you?"

"No… why?"

"Because I was talking to Rainbow Dash last night"—Scootaloo lowered her voice -"and she said Ms. Cheerilee was the one who sent a zebra to assassinate Princess Celestia."

Applebloom and Sweetie Belle gasped. "No!" said Sweetie Belle vehemently.

"That was my reaction, too," explained Scootaloo, "but apparently they found proof."

"But that doesn't make sense!" exclaimed Applebloom. "Why in the world would Cheerilee want the princess assassinated? Why would anyone?"

"Rainbow Dash thinks it was because some soldiers from Canterlot destroyed one of the pigs' cities."

"Applejack never told me about _that!"_ exclaimed Applebloom. They stopped, letting the edges of the creek lap at their hooves.

"Well, maybe she thought you were _too young_," Scootaloo suggested dryly.

Applebloom narrowed her eyes. "You said it yourself," Sweetie Belle said to her. "She can't tell you the truth about things, because that would be dangerous."

"But not knowing something like this could be even more dangerous. What if Ponyville gets attacked by pigs? What if Miss Cheerilee tries to kill again?" The other two shrugged weakly.

As they meandered back towards Ponyville, Scootaloo said "You know what all of this means, don't you?"

"No," said Sweetie Belle, "I have no idea."

Scootaloo gave her friends a fierce grin. "Cutie Mark Crusader crime solving detectives!"

…

Back outside the schoolhouse, Twilight and her friends were scanning the crowd for any sign of Cheerilee. When they spotted her heading home, they followed her from a distance until she went inside, and then knocked on the door.

"Oh, hello," she said brightly when she saw them. Her demeanor was completely unlike what Twilight had seen from her the night before. "Can I help you?"

"We need to talk," said Applejack. "I don't s'pose you'd mind us comin' inside?"

"Not at all. Come on in." They noticed that she was clenching her teeth in order to force a grin.

As soon as they were inside, she dropped the expression, looking terrified instead.

"We were hoping you could tell us more about what you were saying last night," said Twilight coolly.

Cheerilee sighed shakily. "I guess I'd better start from the beginning. It all started several years ago… I was researching cutie marks so that I would have all my facts straight when I eventually taught students about them. Does anyone want something to drink?"

"Me," said Rainbow Dash, plopping down on Cheerilee's sofa.

As Cheerilee brought her some iced tea, she continued: "To learn everything I could about cutie marks, I took a job as a babysitter and studied fillies who were close to getting them. For the most part, I only observed things that were already common knowledge: a pony with a particular special talent or interest is likely to get a cutie mark related to that talent, and the mark appears at a certain moment of realization, when the foal is completely, absolutely engaged in an activity or idea, thinking of nothing else."

"However, there were also a few odd patterns I couldn't explain. For instance, ponies that weren't yet of cutie mark age occasionally showed these same 'moments of engagement', but no cutie mark would appear. Furthermore, there were many ponies whose interests weren't focused in one specific area. Roughly one month prior to the day they received their cutie marks, they would suddenly and inexplicably develop an obsessive interest in such an area—often one towards which they had never shown any predisposition. The trend was uncannily consistent."

"I came to the conclusion that cutie marks not only _represent_ a pony's special talent—they also have at least some power to _dictate_ them. However, the process by which they appear has always been a total mystery. I began paying very close attention to cases of ponies who were of cutie mark age, but didn't share a clear special talent."

"Imagine my shock when I discovered that it was impossible for anypony to get his or her cutie mark in the Everfree Forest. I would lead a filly, very close to discovering a special talent, just a few yards into the forest and offer tasks that seemed sure to activate cutie marks. In hundreds of attempts with various fillies, I found that all of them got their cutie marks only after I brought them back to Ponyville—sometimes the instant they stepped out of the forest, sometimes a few hours or days later."

"I tried to share what I had learned with my friends, but somepony who had overheard me interrupted me, asking to speak to me in private. I was confused and a little frightened, since I had never met him before in my life, but I complied."

"Once we were out of earshot of my friends, he asked me to repeat what I had said about cutie marks. To my astonishment, he knew exactly what I was talking about, and led me to a secret location where he introduced me to some… allies of his. And… well, I'm not sure if I can tell you what they said."

"Why not?" asked Twilight.

"You wouldn't believe it," Cheerilee explained. "It's better if you find out for yourself. Here, before I forget…" she walked over to a spot on the floor, lifted up a loose floorboard, and pulled out a sealed envelope.

"Whatever you do, don't let anypony see this," she said, giving it to Twilight. "As I was saying, they told me some… things that seemed very strange and shocking, yet made an odd sort of sense. They asked me to"—

"Applebloom?"

Pinkie Pie was looking towards the window, and everyone else glanced over just in time to see three filly faces disappear from sight.

Everypony immediately scrambled towards the door. Applejack opened the door, spotted her sister and her friends, and dragged them all inside before anyone could see.

"What d'you think y'all are doin', spyin' on us?" Applejack asked them.

"We wanna help!" insisted Applebloom.

"Applebloom," said Twilight firmly, "this is not a matter for fillies your age to get involved in."

"Well," said Sweetie Belle, looking irritated, "were you just planning on keeping it a secret from us forever?"

"Keeping _what_ a secret?" asked Rarity.

"That Miss Cheerilee tried to have Princess Celestia murdered!" Scootaloo was now glaring furiously at Cheerilee, who backed away with a helpless expression on her face.

"It isn't true, is it?" asked Sweetie Belle pleadingly.

"Well—I"—Cheerilee fumbled.

"Wait," interrupted Rarity, "Scootaloo, who told you _that_?"

"Rainbow Dash did." Everypony glared at her, and she shrugged weakly.

"Look," Applejack said to fillies, "will y'all just let us sort this out?"

"What's to sort out?" asked Scootaloo. "Just turn her in!" By now, Cheerilee looked absolutely mortified.

"That might be in order," replied Applejack, giving Cheerilee a sideways glance, "but we need her to explain a thing or two first, and that requires that y'all skedaddle."

"Actually," said Cheerilee meekly, "I think I've said everything I can afford to say right now, and"—she focused her gaze on Twilight—"you have everything you need to find out the rest."

"Great!" Scootaloo exclaimed sarcastically. "Then we can take her to the dungeon now!"

The older ponies had no idea what to say, so they simply dragged the protesting fillies out the door. "Thank you for your time," Twilight said evenly before closing the door behind her. In stiff, determined silence, they all escorted the Crusaders home.

…

The following day, Cheerilee was nowhere to be found. A substitute taught her class at school, and no one answered the door at her house. Thinking she might be hiding, Applejack eventually let herself in and searched every room, but to no avail. They met in Twilight's library to discuss the situation.

"By the way, Twilight," said Rarity, "did you ever open that letter?"

"Yeah, but was just a bunch of weird symbols. I couldn't make heads or tails of it."

"I bet it's some kind of secret code," offered Pinkie Pie.

"Probably," said Twilight, "but it might take me a while to solve it, and we need some kind of lead to go on in the meantime."

They thought for a moment. Then Rainbow Dash said "What about the pigs? Assuming they haven't been wiped out, they might know something about all this. After all, they lost an entire town to"—she hesitated. "…to those ponies we saw."

"That sounds like a good idea," said Twilight, "but it also sounds pretty dangerous… not to mention the fact that we'd have to walk all the way back there."

"No problem! I can just fly there myself now that I know the way, and the part about danger doesn't really bother me."

"Alright, I guess if you're feeling up to it," said Twilight. "As for me, I was thinking of going into the Everfree Forest to do some research."

"What?" asked Fluttershy. "Why there?"

Twilight thought back on the dream she'd had about a terrible and mysterious creature dwelling in the forest, but shook her irrational fears away. "When we saw Hogdenville after it was destroyed, Reginald mentioned something about the fact that we ponies control the weather. I didn't think much of it at the time, but now I wonder if maybe Equestria is the only place where seasons _don't _change on their own."

"What's so weird about that?" asked Pinkie Pie. "It's always been that way. Besides, why would that have anything to do with these weird conspiracies?"

"Because it's the same way with cutie marks," explained Twilight. "They've always been around, too, but nopony seems to know why. For the sake of argument, if we assume Cheerilee's story was true, then just maybe I'll dig up something unusual if I study the differences between the weather in Equestria and the weather outside it."

"You're going to study the _weather_?" asked Rainbow Dash. "That sounds really boring."

"Well, being in the Everfree Forest will probably make it a bit more exciting," said Twilight. "That's why I'd like Fluttershy to come with me: she'll be able to help out if we encounter any strange animals."

"I'll do my best," Fluttershy assured her.

"And Spike," Twilight continued, "I assume I can expect help from my number one assistant?" Spike saluted.

"Perfect. Now, at least one of us should probably stay here to keep an eye out for Cheerilee."

"I can do that," said Rarity. "After all, there's no way I could leave Sweetie Belle alone in Ponyville what with everything that's going on in this town."

"Yeah, I was just thinking the same thing 'bout Applebloom," added Applejack. "I'll stay here too."

"Me too," said Pinkie Pie. "The Everfree Forest sounds exciting and all, but I feel like I'd be abandoning my duties at Sugarcube Corner if I left on another trip. Besides, I can help take care of Fluttershy's animals while she's gone!"

"Then it's settled," said Twilight. "Fluttershy, Spike and I will go into the Everfree Forest; Pinkie Pie, Applejack and Rarity will stay here in Ponyville and look for Cheerilee; and Rainbow Dash will go to Sustria to find out what the pigs know. We should all meet back here in—I don't know, two weeks?" They all gave their agreement. "Alright then—no sense waiting around. I say we should arrange to leave no later than"—

"Okay, see ya!" interrupted Rainbow Dash, dashing out the door and taking flight.

"…Right," continued Twilight, "well, Fluttershy, you should gather your things so that we can set off tonight. With any luck, we'll finally be able to solve one or two of these mysteries that have been floating around."


	9. Chapter 9: Rainbow's Flight

Chapter 9: Rainbow's Flight

After she'd been flying for some time, Rainbow Dash spotted a town in the distance. As she got closer, she confirmed her suspicions that it was Hogdenville—or, at least, a pony town that been built over Hogdenville. The borders and nearby landscape were roughly the same, but the pigs' rough cottages had been replaced with more orderly, colorful pony buildings—no sign of the old town remained. Deciding that she probably wouldn't stand out too much, she descended and landed in a clear part of the street.

"So," she said, walking up alongside a pink pegasus pony, "they just built this town out here in the middle of nowhere?"

"Yeah, I guess so."

"Who's going to live here, anyway?"

"Well, they appointed a mayor from Canterlot, and I know a few ponies who moved here from Manehattan, but mostly everypony here just seems to be visiting."

Rainbow Dash spent a few more minutes looking around, inspecting the architecture, talking to passersby, and looking through shops' windows, but the new town (Saddleton, it was called) wasn't giving up any more secrets for the time being, so she returned to the skies.

She made a mental map of the meandering roads, which seemed to follow the winding contours of the land to an absurd extent, zigzagging and crisscrossing in such a way that their ultimate direction was nearly indiscernible. Once she was reasonably sure she was back in Sustrian territory, she decided the best way to interrogate a pig without endangering herself was to catch one travelling alone, so she hid in a lone tree by the side of the road.

After scanning the plains for about half an hour, she spotted a pig walking towards her and tensed herself, preparing to pounce. Just as he was about pass right under her, she leapt down, landing just a foot away from him. He squealed and spun around, attempting to run, but Rainbow Dash circled around to cut him off. Again, he tried to escape, but it was no use—she was so much faster than he was that he couldn't take five steps without running into her.

"Please," he begged, cowering before her, "I have a family… and I have done nothing to your kind!"

"Hey, relax," she said quickly. "I'm not going to hurt you. I just want to ask you a few questions about what happened to Hogdenville."

"Are you from Equestria?" he asked.

"Yeah…"

"Well, then you probably know more than me," he said. "It was those Wonderbolts, right? Those pegasus soldiers that Equestria uses to cause natural disasters?"

Rainbow Dash narrowed her eyes, and the pig flinched. "The Wonderbolts are not soldiers. They're athletes."

"Sorry, sorry!" He flinched. "What would you expect me to know, anyway? Shouldn't you know what's going on?"

She shuffled her wings. "Actually, our rulers are pretending Hogdenville was just founded by ponies. I was hoping you could tell me why Equestria's army is so being so aggressive in the first place."

He cocked his head and said "It's always been that way. If our farmers ever wander too far north, they are slaughtered on sight, which I imagine was why the wall was built. If our ships ever sail into pony-controlled waters, they are sunk immediately. No one seems to know why."

Rainbow Dash was feeling increasingly disturbed by these stories about Equestria's army—after all, before this adventure had begun, she hadn't even been aware there was an Equestrian army. Unsure what was left to ask, she told the pig to "travel safely" and took off, much to his relief.

As she flew across the Sustrian countryside, dotted by irregular farms separated by hills and valleys, she racked her brain trying to figure out her next destination. She noticed a comfortable-looking cumulus drifting above her and landed atop it. She let it carry her lazily across the sky, idly wondering if it knew where she needed to go.

Before she knew it, she had drifted into a light nap. The warm sunlight danced upon her back and the cool breeze whispered in her ear as her unconscious brain sifted aimlessly through random shapes and colors, refusing to strain itself by dreaming up recognizable images. She might have lain there for hours, hundreds of feet above the ground, if it weren't for an odd whooshing sound from somewhere far behind her.

She snapped awake in an instant, her pegasus ears automatically identifying the sound as distinct from normal wind patterns. Whipping around, she saw another pegasus pony, flying high above the ground but gradually descending as he approached some destination.

Careful to avoid making too much sound herself, Rainbow Dash hopped off her cloud and began following the other pegasus at a distance. He flew just above the ground, so close that Rainbow Dash found it difficult to imitate him. As he started to slow down, she hid in the grass, watching as he approached a pig that had been walking alongside the road.

As she snuck towards him, she saw that he was darting around the pig, exactly as she had done. Taking large leaps and bounds at first, then smaller shuffles, she drew close enough to hear the pig calling for help.

"_It's the Wonderbolts!"_ he shouted at the top of his lungs. _"They're here! They're here!"_

Her blood went cold. Squinting, she could see that the pony appeared to be a white-haired Wonderbolt whom she immediately identified as Blizzard. As the pig began to shout, the pony shouldered him to the ground. Rainbow Dash trembled as he kicked the disoriented, helpless creature around. She slowly rose from her hiding place, standing tall for a better view.

The pig's screams were cut short as Blizzard gave his skull a vicious stomp, which Rainbow Dash felt as an electric jolt through her heart. While she was staring, jaw agape, the Wonderbolt looked around, suddenly becoming perfectly still.

He was staring right at her.

Less than a second later he rushed towards her, so she spun around and took off in one motion, flapping her wings as hard as she could. Her first instinct was to head back the way she'd come, towards Equestria, but she realized there might be more soldiers waiting for her on the way, so instead she veered towards what looked like a distant coastline.

She knew better than to make herself less aerodynamic by looking over her shoulder, but she could tell by listening that the Wonderbolt was gradually gaining on her. He was faster, she realized, so she would have to outmaneuver him. She dove low, near the hills, and began zigzagging between them until she came to a sheer, rocky cliff by the sea, which she followed as closely as she could. Blizzard kept pace with her, however, so she rose up above the cliff and swerved inland, trying her hardest not to recall everything she knew about the Wonderbolts' record-breaking flying feats, and how pitifully she would surely measure up.

She was met, to her frustration, by a vast plain, so instead of staying near the ground, she moved up into the clouds, diving from one to another in order to confuse Blizzard. A few seconds after she had reached the clear skies on the other side, however, she heard him behind her. She'd bought herself some time, but he was slowly getting closer, just as before, so she swooped down and started skirting the water, and when he followed suit, she tried shake him off by skimming the surface with the air around her, sending waves at him. He dodged these, however, as she reached the water's edge and shot past a sandbank.

She noticed a small wooded area to her left, which she dipped into, flying just below the thickest part of the canopy at a speed that gave her barely enough time to avoid the trees, along with the occasional squawking bird. She reached the other side intact, and for a fleeting moment, she thought she had escaped him—but then she heard him once again, and her heart sank.

As she was racking her brain for a new escape plan, she recalled something Spitfire had said back at the Grand Galloping Gala:

"_Honestly, the Sonic Rainboom may have been done before, but as far as I know, you're the only pony alive today that can do it."_

Well, that was that—the Sonic Rainboom was clearly going to be her best chance of survival. She spent as much time ascending as she dared, and then dove downwards, holding both her hooves out in front of her as straight as possible. The adrenaline rush was overpowering as the hard, unforgiving ground rushed towards her, and there were a few terrible yet mindless fractions of a second in which she was uncertain whether or not she could make it—but then, she experienced the same uniquely exhilarating feeling she had known twice before as she broke through the sound barrier, veering upwards less than a hundredth of a second later and missing the ground by a yard. This, she would have thought to herself if there had been time to think, was what it felt like to be alive.

It took all of her strength just to keep her direction straight as the scenery blurred into invisibility below her, but she held on as for as long as she could, and even as she slowed out of the most intense Sonic Rainboom she had performed in her life, she kept up the fastest pace she could while fighting the exhaustion her body had hidden from her mind until now.

She realized that the extremely long, shimmering rainbow trail behind her would almost certainly give away her location, so she swept over some heavily wooded hills towards a mountain range in the distance, staying low. When she had reached a sufficiently large mountain, she swooped in and hid herself amongst the crags, the vast panorama of scenery around her rapidly shrinking as she touched the rocky ground. The transition was jarring. Then, for the first time since she Blizzard had started chasing her, she turned around and looked behind her.

There was no sign of him anywhere in the sky. She insinuated herself against the rocks as she gazed around, trying to make herself as small as possible. After several minutes, she saw a tiny speck in the distance emerge a massive stretch of clouds. It could only have been one thing, but to her great relief it did not move towards her. Even after he had disappeared into the horizon, Rainbow Dash remained perfectly still for some time before turning her attention to the mountain she was standing on.

As she observed her surroundings, it didn't take her long to realize that she had no idea where she was. The jagged, tree-covered terrain necessitated flight, but wary that the Wonderbolt might return, she took care not to fly too high as she navigated the mountains—though she wasn't sure where she was going to begin with.

She swept down into a fog-filled, passably level forest, and as she breached its highest branches she was immediately surrounded by towering, largely bare trunks accompanied by a terrifying drop to the floor below. After she'd made her way down, she felt the cool mist seep into her feathers as she landed amongst thick, dark leafy plants she'd never seen before. She hesitantly sniffed one before taking a modest bite, and found the taste to her liking.

_At least I won't starve_, she thought, _but I'm still completely lost._ As the numbness left by her escape gradually wore off and the flow of time through her mind returned to normal, she wondered how the Wonderbolts could do such horrible things_. Maybe it was just him, _she thought, _and maybe the rest don't know what he's doing_—but she realized in the back of her mind that she was just making up excuses to find the team innocent, and that the pigs had been right about them all along.

While she was dwelling on these thoughts, the rain announced its arrival. The trees yielded some protection, but she found herself getting wet anyway, so she lowered herself and scurried through the brush looking for cover. As it was getting dark and the precipitation was quickly becoming a veritable torrent, Rainbow Dash realized she would have little choice but to find some semblance of shelter and spend the night here, alone in the wilderness.


	10. Chapter 10: Beyond Eden

Chapter 10: Beyond Eden

That night, Applejack, Rarity, Pinkie Pie, and the Cutie Mark Crusaders all stayed at Applejack's house. This, however, was no ordinary sleepover for fun and merriment; rather, it was an act of solidarity, an unspoken attempt to ward off the sinister vagaries of the night through the comfort of camaraderie and sheer numbers. As they gathered around the fireplace, Applebloom asked her sister what she thought had happened to Cheerilee.

"I don't know," replied Applejack softly. "Maybe she ran away, or somethin'."

"Or maybe they got her," suggested Scootaloo.

After a few seconds of silence, Sweetie Belle asked "Rarity? Do you think Ms. Cheerilee _really_ meant to kill the princess?"

A lump formed in her throat. It was no use hiding the truth from her sister any longer. "Given what we've seen and heard, yes, that seems to be the case."

"But why would she _do_ that?"

"I don't know, Sweetie Belle," she said softly. "Maybe one of us will find out sometime soon."

There came a knock at the door, which Applejack got up to answer. "Wonder who that could be at this hour?" she asked. She barely managed to conceal her shock when she opened it.

"Greetings," said a pegasus dressed in the royal guard uniform. "Sorry to bother you so late, but we're investigating the disappearance of a pony named Cheerilee, and I was wondering if you'd seen her recently."

Applejack stared at him in stunned silence for just a moment before saying "Nope, haven't seen her… she went missin', you said?"

"That's correct. Well, if you see her, please inform someone from the royal court at once, will you?"

"I'll do that. I'll do absolutely that."

"It's good to know we can count on you, citizen," he said, smiling. "Well, I'll leave you be. Good night."

As Applejack returned to the fireplace, Applebloom asked her "Applejack? Why did you lie?"

"It's… complicated, Applebloom. See, Cheerilee said a lot o'… strange things about Equestria's royal court, and we saw some pretty strange things in Sustria."

"You mean that town that was destroyed?" asked Scootaloo.

"Well… yeah. We ain't sure exactly who did it, but we saw ponies clearin' away the place's remains, and that by itself just don't add up. Once we sort out what's really goin' on, we'll decide what to do about Cheerilee."

Applebloom raised an eyebrow. "I wanna know—is there anythin' yer' still hidin' from us? 'Cause after all the awful things we've heard about, there ain't much point in keepin' anythin' else from us."

Applejack shook her head. Pinkie Pie said "We promise, the only secrets we're not telling you are the ones we don't know yet."

The room slowed its breathing as everypony grew too tired to say anything more. One by one, they all fell asleep together around the dying fire.

…

_The corpse floated through the air, still dripping blood as it gradually descended into the hole they had dug for it. Both of them wept uncontrollably, and as the older began piling dirt into the grave, she whispered over and over again to the dead alicorn that she was sorry. Uncaring drops of rain fell in full force and mixed with the blood, dispersing it and carrying it away to be forgotten by the passage of time._

_ Inside the tomb, Twilight frantically scraped at the dirt and rock with her hooves, trying and failing to call upon her magic. He was right behind her, and she was sick with fear, and there was nothing she wanted more desperately than to get back to the surface where it was safe._

_ He spoke to her: "As you are now, so once were we. As we are now, so you will be." His voice was deep and hoarse, and echoed all around and hurt her ears. "That's from somewhere, right?"_

_ "I think so, maybe."_

_ "You've been working so very hard to forget, Twilight. Your mentor would be proud."_

_ "Forget what?"_

_ "Exactly my point. Frankly, I'm amazed that a pony as intelligent and organized as yourself could prove so skilled at the art of forgetfulness. Forget the fear, forget what will happen to you. You won't even remember this dream."_

_ "What are you getting at?"_

_ He let out a long sigh, and she heard accumulated filth rattling in his long-inert lungs. "Fluttershy's the oldest."_

"_Yes, she is," said Twilight, hoping he wouldn't speak again. She hadn't given up on getting away._

_ "But she takes good enough care of herself. Now, Pinkie Pie, she's the one to worry about. She really shouldn't be eating so many sweets—after all, a high metabolism doesn't negate the more subtle damages."_

_ "Guess not." She looked up, wondering if it might be easier to climb up and out rather than tunnel away._

_ "You're lucky to know someone like my sister, Celestia. She's been around for thousands of years, and she will be for thousands more. Maybe you'll feel better if you spend some time with her."_

_ "Maybe."_

_ "The clock is ticking, Twilight. Maybe you should cut your losses and just lie down now."_

_ The air was running out—she tried breathing slower, but it was difficult, and suddenly her lungs felt too weak and her face grew hot, and she struggled and twitched as she fell to her knees, but it was hopeless; her heart would stop beating no matter what she did. The last thing she heard was the alicorn speaking to her casually, hardly even looking at her._

_ "You don't really get out much, so there's a problem. I'd take a leaf from Rainbow Dash's book if I were you."_

…

Twilight awoke slowly, groggily, out of breath, confused by the cold air and the scent of the dirt beneath her. After a moment, however, she managed to get her bearings: she, Fluttershy and Spike had gone into the Everfree Forest, and she had started some preliminary work on setting up a makeshift lab. Looking around at the campsite they'd set up, she saw that she was the only one awake, so she trudged off into the forest, absentmindedly savoring the crunch of dried leaves beneath her hooves.

She registered a sprinkle of light blue through the trees. As she drew closer, she recognized the plant as poison joke and, careful to avoid contact with it, she navigated around the small field, making her way down a familiar path. Satisfied that she knew exactly where she was, she turned around and retraced her steps.

Returning to the campsite, she was pleased to notice that Fluttershy had awoken and was stretching her wings. Twilight proceeded to nudge Spike awake, and the three returned to the path near the field of poison joke.

Just as Twilight remembered, it led them to Zecora's hut. After the zebra had answered the door and invited them inside, she asked them if there was anything she might be able to help them with.

"As it so happens," said Twilight, "my friends and I were planning to study some of the properties of the Everfree Forest that make it different from the rest of Equestria: the changing seasons, the animals, and so on. We were wondering if you've noticed anything along those lines during your time here in the forest."

"Natural laws," replied Zecora, "are a powerful force—their mechanics complex, and their results quite coarse. Stay in these woods and you will hear the roars of hungry, flesh-seeking carnivores."

"Oh, that's right," said Fluttershy. "That is something different about the forest—it has a lot more carnivores than most parts of Equestria."

Twilight was sure she'd heard that word before, but for the moment, its meaning escaped her. "What are carnivores?" she asked.

"They're animals that eat other animals," explained Fluttershy, and Twilight remembered at once: she'd read the word in a book about woodland creatures, and been revolted by it. After all, the idea of one creature eating another was tantamount to cannibalism.

"Oh, right," said Twilight, concealing her disgust, "I guess we have met a creature or two in here that tried to eat us… but that doesn't actually happen very often, right? I mean, most of them have the decency to just eat plants instead, right?"

"That's just it," explained Fluttershy. "Some of them can't eat plants. They _have_ to eat meat in order to survive."

"So… they have to spend their _whole lives_ killing and eating other animals, or else they starve?"

"Pretty much, yes." She spoke quietly, as if she were confessing an embarrassing secret.

Twilight wondered how she could ever have overlooked such a horrific detail during her studies. Surely her book would have made sure to mention something so important… wouldn't it?

"Eat or be eaten: that is the forest's way," added Zecora. "Wild animals fight for life each and every day."

"All right," said Twilight, trying to organize the gruesome new ideas being thrust upon her worldview, "so carnivores, for whatever reason, are a lot less common in Equestria than they are here, and the seasons change on their own… the question is _why_." The others watched her as she paced around Zecora's hut, deep in thought. "The carnivores were probably banished here at some point in Equestria's history… it'd be preferable to letting them starve, I guess… but what about the weather?" She looked at Zecora, who merely shrugged.

"Well," pronounced Twilight with just a hint of smugness, "that's what scientific observation through the collection of empirical data is for. We'll simply have to use the instruments I brought to measure the forest's atmospheric qualities, and then we can develop a working hypothesis from there."

"What do you mean, 'we'?" asked Fluttershy.

Twilight ignored her and added: "Zecora, you've provided me with some very… interesting insight. Spike, Fluttershy and I are going to head back to where I've set up my instruments. You're welcome to join us, if you'd like."

"The forest's mysteries have often confounded me, as well," she confessed, "so I will come and see what your instruments have to tell."

When they had cantered over to the clearing that held Twilight's makeshift atmospheric lab, she promptly checked the readings on her barometer, thermometer, and other instruments, making notes in a small notebook as she did so. She then turned her gaze upwards, studying the clouds. As she did so, she made a couple of double-takes, and grew visibly confused.

"What's wrong, Twilight?" asked Spike.

"It's the clouds… they've all _moved_ since the last time I looked at them," she explained.

"It wasn't me," said Fluttershy meekly.

"Of course it wasn't," said Twilight. "If the weather here doesn't require management by pegasus ponies, then there must be something else that causes the clouds to move… and I intend to find out what."

She stared at the clouds a while longer. Then, she turned to Fluttershy. "How exactly do you pegasus ponies move clouds around, anyway?" she asked.

"We fly up and push them," she said simply. "If they're moving on their own…"

"…then something invisible must be pushing them," finished Twilight. Then, "Wind! Of course… it was so obvious!"

Fluttershy immediately saw a problem with this theory. "But, Twilight… why is the wind blowing by itself?"

"This quest you've undertaken sounds most bizarre, said Zecora, "The winds and the clouds simply are what they are."

"Right," said Twilight, "but I want to know why. For whatever reason, something vital was left out of my education."

"The secrets you seek are beyond my ken," said Zecora, "and if you don't mind, I've work to do, friend." With that, she was off. Fluttershy lay down on a patch of grass, watching Twilight resume her work.

As she was examining her instruments and recording new data, she was startled by a rustle from up in a nearby tree. With a glance, however, she discovered it was just a squirrel. As she observed its tensed, skittish movements across the branches, it occurred to her that the creature was putting itself in terrible danger from carnivores by coming so far into the forest. A thought rushed into her head, unbidden, with a weight like a stone dropped into her stomach:

_That squirrel is better off than I am. It doesn't know what I know. It can't be sad the way I can, or feel afraid the way I do. It doesn't know what's going to happen to it._

Just as quickly as she had let them enter, she shook the bad feelings away. There was work to do.

…

Back in Ponyville, Applejack and Rarity were escorting their respective sisters to school, both to ensure the fillies' safety and to check and see if Cheerilee had come back to teach yet. (She hadn't.) Without a clear direction, they walked away from the school more slowly then they'd come.

"What now?" asked Applejack.

"Well," said Rarity, "we won't know what Cheerilee wanted us to look for until Twilight decodes that letter… so, I suppose we might as well return to business as usual. Goodness knows I've been away from my boutique for long enough."

"Yeah," agreed Applejack, scratching her head, "I reckon I got some apples that need buckin', too." With that, they parted ways.

…

As Rarity cut, trimmed and stitched as quickly as she dared, she periodically glanced at her clock. She was waiting for something, but she didn't know what. Just as she was beginning to relax, Pinkie Pie burst in, her mane straight and disheveled.

"Rarity!" she exclaimed as she rushed in, nearly startling the unicorn into sewing her hoof into a sheet of fabric. "Some ponies are going around asking questions!"

"Pardon?" asked Rarity. "Would you mind being more… specific?"

"I think they're from the royal court," Pinkie Pie explained hurriedly. "Look, you can probably see them from your window."

Sure enough, down by a lamppost on the side of the road, there stood two armored pegasi carefully watching passersby. Every few seconds, one would turn and say something inaudible to the other. Then, after a minute or so, they both walked straight for the door of Carousel Boutique.

Rarity looked at Pinkie Pie in horror and whimpered "They know."

"_What_ do they know?" asked Pinkie Pie. "What _could_ they know?"

They both stiffened as they heard the two pegasi walking through the front door.

"Hide," whispered Rarity sharply, and in an instant the two of them had secreted themselves behind framed, taut sheets of fabric leaning against the wall.

Rarity could hear her own pulse hammering through her ears as the unicorns walked up the stairs and entered the room.

They stood still somewhere near the middle of the room, and were silent for a moment. Then, one said "Nobody home."

"But it doesn't look like they'll be gone long," said the other. "Everything's lying out, you see? Either she left in a hurry, or she plans to come back."

"Do we wait?"

"I say we search." Rarity whimpered silently.

"Our orders were to handle this delicately. If they come back and see us searching without a warrant, there could be a scene."

"Good thinking. We can move onto the other houses and come back here later."

With that, they left. Only a full minute after hearing the front door close did Rarity stumble out from her hiding place, bumping past Pinkie.

"What could this _mean_?" asked Rarity. "Were they spying on us at Cheerilee's house?"

"Maybe," said Pinkie, "or… maybe it was because they knew we were in Sustria?"

"Whatever it was, we need to warn Applejack. You heard what they said."

Rarity nodded. They crept downstairs slowly, doing their best to minimize their visibility as they slunk over to a space under the windows. From there, they peered outside, scanning for any signs of the guards.

"Does this place have some kind of secret back exit?" asked Pinkie Pie.

"No," said Rarity. After she'd gone a few seconds without breathing, she opened the door and slipped out, with Pinkie following close behind her.

"I know we need to move sneakily," whispered Pinkie, "but I think it would be sneakier if we moved casually."

"Yes, of course." They sweated profusely as they made their way to Sweet Apple Acres, glancing around while trying not to look like they were doing so. They ingratiated themselves into the most crowded flow of ponies passing through town square, lowering their heads to make themselves shorter. From there they approached the road up towards the barn from an odd angle, obscuring their view with a house. Pinkie Pie took the lead, but jumped backwards a second later, pressing her back up against the edge of the building.

"Pinkie!" hissed Rarity. "What do you think you're doing?"

Pinkie's eyes were wide as she clenched her teeth. "They're _right—over—there_," she managed.

Rather than look for herself, Rarity decided to take Pinkie's word for it. In spite of confused stares from passersby, the two ponies inched around the house while pressed up against it, even as they passed the door. "They were heading towards Applejack's house," whispered Pinkie. "We have to do something."

They ran up the hillside towards Sweet Apple Acres, staying as far from the road as they could. Rarity chanced a glance towards the guards, who hadn't yet noticed them. They veered away further still, galloping past apple trees and jumping over the fence into the orchard.

…

"So let me get this straight," said Applebloom as Applejack bucked her hundredth tree for the day. "You're tellin' me there ain't no tooth fairy?"

"Nope," said Applejack. "I'm the one who puts a bit under yer pillow every time you lose a tooth."

"So, she doesn't float in through the window on shiny, rainbow-colored wings?"

"Nope."

"She doesn't land on silent tiptoes, walk to my bed, and swap the coin for the tooth without me ever wakin'?"

"Nope." Applejack finished a set of barrels and moved on the next tree, with her sister in hot pursuit.

"She doesn't take her bottomless sack of teeth to the magical fairy kingdom to make tooth necklaces and tooth tiaras for the fairy queen to wear as she sits on her tooth throne?"

Applejack groaned. "What's with all these questions? That stuff is just make-believe, Applebloom. None of it is real."

Applebloom frowned. "You could have at least _tried_ to lie," she said under her breath.

The two sisters gave a start as Pinkie Pie and Rarity burst out from behind a thicket of trees, panting.

"Guards—coming," said Pinkie Pie. "Have to—get out—now." Rarity was in no better state to communicate, so she pointed up towards the barn.

Applejack's ears flicked up as she turned to look at the guards approaching her front door. "Alright. Come on, Applebloom." They moved further out into the trees, with Applejack leading the way. After a few silent minutes, they cautiously ventured back towards the house. There was no sign of the guards, so they went inside.

"Looks like it won't be safe for us to stay in Ponyville much longer," said Applejack, taking off her hat. "I supposed we better"—

There was a knock at the door. Everypony whipped around, completely tensed, ready to fight for their lives if necessary.

"Hello?" said a familiar voice from outside. "Anypony there?"

"Spike!" cried Pinkie as she flung the door open.

Twilight wanted me to bring you this," he said, handing them a rolled-up scroll.

They stared at it for a while before Applejack noticed that Spike was turning to leave. "Wait!" she said. "You should really stay inside with us, there's guards goin' round"—

"Thanks for the offer," he said, "but Twilight wanted me to go back to the forest."

"The forest is probably safer than Ponyville," Pinkie Pie pointed out. "It's probably best if you back." With that, Spike was on his way, and the ponies were left to examine the letter.

…

A couple hours earlier, Twilight took a break for her atmospheric experiments in order to examine the letter for the twentieth time. She had examined every one of the symbols carefully, and racked her brain trying to remember any instance of seeing one in a book, but to no avail. "Ugh," she sighed as she collapsed backwards onto the moss behind her, holding the letter above her…

…and up to the light…

…and exposing hidden writing in the blank space at the bottom. Her eyes shot wide open as she read:

"_Look for the mirrors."_

She blinked several times. The mirrors? Was this supposed to be some sort of metaphor, an attempt to tell her that the thing she was looking for was herself?

"Well, that makes absolutely no sense," she mumbled in irritation. Then, something clicked, and she immediately began to look at the symbols in a new way, and realized in less than a second that they were all symmetrical.

Her hoof shook as she tried covering half of the first symbol. Just as she'd expected, she was left with a letter from the pony alphabet.

"What?" she said aloud. "I can't believe that took me so long! How is this stupid code supposed to protect them from outsiders?" But there was no time to curse herself for taking so long to solve the code, or to question the motives of the letter's mysterious author, and she continued to read the entire thing—slowly at first, then more quickly as her eyes grew accustomed to the mirrored letters.

"Twilight! Is something wrong?" asked Fluttershy, rushing into the clearing. Twilight was mildly annoyed to see Spike riding on her back.

"It's the letter," she explained, speaking quickly in her excitement. "I've solved the code!"

"Really? That's wonderful!"

The three of them gathered around and stared at the letter, hardly blinking as Twilight read it aloud:

"It is our sincerest hope that this letter reach the hooves of somepony willing to fight for freedom, and not our one of our fiendish oppressors in Canterlot. If this is the case, you should know that our Princess Celestia rules this land through an insidious combination of deception and brute force, for nopony in Equestria can equal her cunning or her raw magical power. We are well aware that many among the uninitiated will find this statement objectionable, but when you have seen what we have seen, you will surely agree."

"If you are prepared to face the truth, and feel you can stomach the responsibility that will come with your new knowledge, then you must seek out the resistance group in your town. In Fillydelphia, be at the top of the tallest building at midnight on a…" She skipped ahead: "…in Ponyville, simply follow the blank flank."

Twilight's mind immediately went to the Cutie Mark Crusaders, but of course that was ridiculous. She tried to think—were there any adult ponies in Ponyville with blank flanks? Was it some kind of metaphor? In any case, it was imperative that she contact Pinkie Pie and the others in Ponyville with this new information. "Spike, take a letter," she ordered.

"But, Twilight, I can only send letters to Princess Celestia, remember?"

"I know. That's why you'll be delivering this one on foot." Spike let out a sigh, but nodded. When he had retrieved pen, ink and paper from her saddlebags, she began: "Dear Applejack, Rarity, and Pinkie Pie: I am very excited to report that I have finished decoding the letter Cheerilee gave us. Here is what it said…" she then proceeded to repeat the letter's contents word for word, in order to make sure Spike didn't leave out anything important, and when she had finished, she sent him on his way. "When you're done, come back here, alright?" she called. He groaned in response.

While he was away, Twilight and Fluttershy resumed their work studying the air, but they had hit a bit of roadblock due to running out instruments to measure its qualities with. Instead, Twilight was now furiously scribbling equations on a notepad, only to cross them out again or crumple up sheets of paper.

"It's strange," she said, "but I can't remember ever finding a book that satisfactorily explained how weather works outside Equestria. It's always just 'the seasons change on their own' or 'storms happen on their own'—there's never any real _explanation_."

"Maybe the book you need is in your library somewhere," suggested Fluttershy.

"Maybe," admitted Twilight, "but I'm starting to suspect the information just isn't there… like it was, you know, covered up."

After a few more minutes at her notepad, Twilight exclaimed "Aha!" causing Fluttershy to jump. "Sorry," she added, "but I think I just figured it out. Basically, air has weight, so under normal circumstances, air currents push each other around, creating natural wind. Otherwise, there'd be no way for it to move the clouds around."

"All right!" cheered Fluttershy. Then, "Wait, so, um, why don't the clouds in Equestria move by themselves?"

"If I had to guess, I'd say that they're held in place by magic," replied Twilight, "but I'd have to run some tests to make sure, which would mean leaving the forest. For now, however, I think it's best if I simply put that on our to-do list and shift our focus to the animals that live here."

However, it wouldn't do to abandon the campsite until Spike came back, so they lay on their backs and gazed up at the clouds while they waited for him.

"Fluttershy?"

"Yes, Twilight?"

"When did you find out about carnivores?"

She was silent for a while, and for a moment, Twilight thought she wasn't going to answer the question. Then she replied:

"It happened about a year after I learned that my special talent was taking care of animals. Back then, I kept all my animals in one pen, and made sure they got enough to eat by hoof-feeding them."

"I started to worry when I noticed that my snakes wouldn't eat any of the food I gave them: not carrots, or mushrooms, or apples, or anything. I tried feeding them everything I could think of for days on end before I realized that they didn't seem to be getting any thinner. Then, one day, I learned why."

"As I was watching the animals play, one of the mice scurried past one of the snakes. Suddenly, he grabbed the mouse in his mouth and started swallowing him. I tried to make him spit it out, but I was too slow—soon, the poor thing was inside his stomach, getting digested, and there was nothing I could do without risking the snake's life—and in spite of the horrible thing he'd just done, I simply couldn't bring myself to do that." Fluttershy's voice grew even softer than usual, and somewhat shaky. Twilight touched her hoof sympathetically.

"I'm sorry," said Fluttershy, "it's just… this is difficult for me. Anyway, I started keeping the snakes in a cage, away from the other animals, and I searched harder than ever for something for them to eat—an actual food, that is. Unfortunately, I never found one, and they starved to death. I didn't raise any more snakes after that."

"Fluttershy, I'm… so sorry," said Twilight.

"It was a long time ago," she said, shrugging.

Twilight now felt like a knot had formed in the pit of her stomach. Was that really what life was like for animals in the Everfree Forest? She couldn't decide which would be worse: eating another living creature, or being eaten by one.

"Has something been bothering you lately?" asked Fluttershy.

"Huh?"

"Maybe it's none of my business, but you seem like you've been thinking about something a lot—something upsetting."

"Well…" she hesitated. "Can I ask you something?"

"Of course."

"You know how you're always taking care of a lot of animals, and you care about them a lot…"

"Yes…"

"As in, very very much?"

"Right…" Fluttershy looked confused.

Twilight paused again, and for a few seconds both of them heard the distinctive silence of the forest.

"…And by now," continued Twilight, "you must have gotten used to the fact that they all die eventually, and that a lot of them don't live nearly as long as ponies."

Fluttershy looked at the ground. "I have, yes."

"I don't mean to upset you," Twilight said quickly.

"It's alright. I'm not upset."

"Alright, well… isn't it, you know, painful to raise these animals from birth, knowing that one day, no matter what, you're going to have to see them die?"

Fluttershy was silent for a moment, and Twilight feared she'd said something wrong.

"…I think about that, sometimes," she replied in a voice that was even softer than usual, "but they would die even if I wasn't taking care of them—and much sooner, too. I feel like it's better to show them love while they're alive and miss them when they're gone than to never let myself grow close to them in first place."

"Right, that makes sense."

"Why are you asking?"

Twilight struggled for an answer, so Fluttershy guessed: "You're worried about Spike?"

"Not really… I mean, Spike's a dragon, so he'll live longer than me."

"Oh… is it Owloysius, then? I'm sorry if it's personal, but"—

"No, it's alright… and yeah, I guess I have been kind of worried about Owloysius. That's it. _Why did I lie?_ she wondered_. Fluttershy's my friend. So why can't I tell her?_

Twilight was relieved when Spike returned.

"Spike!" she cried, jumping to her hooves. "I trust your delivery was successful?"

Something was wrong. His eyes were wide, and his skin was pale. "Well, it was… but…"

"…but what?" asked Twilight with concern.

"…but while I was on my way back, I coughed this up." He gave her a scroll.

"Oh dear…" said Twilight as she read it. "Oh, this is not good at all!"

"What is it?" asked Fluttershy. "What's wrong?"

Twilight looked up, swallowing the knot in her throat, and said "It's a letter from Princess Celestia."


	11. Chapter 11: Behind the Veil

Chapter 11: Behind the Veil

_"My dearest student Twilight,_

_I couldn't help but notice that I haven't received your report on the magic of friendship for several days now. I don't want you to feel overburdened by this task, but I must confess I find it strange that somepony as diligent as yourself would forget to do something that you normally have such enthusiasm for. Please remember that if anything is wrong, you are welcome to tell me about it—especially if it is something very serious. Sincerely yours,_

_ -Princess Celestia"_

After she had read it aloud, Twilight continued to read the letter over and over in her head, struck dumb by the words. "She suspects that something is wrong," she whimpered. "Do you think maybe she knows we went to Sustria?"

"I'm sure it's just because you didn't send her your report," said Fluttershy dismissively. "After all, this is the first one you've missed, isn't it?"

"Yeah… yeah, I guess it is."

Twilight rolled the scroll back up, but kept staring at it as she wondered what to do.

"I'm sure the princess doesn't know about the awful things the royal court is doing," Fluttershy reassured her.

"That's just it," said Twilight. "The letter said they had 'proof' that Celestia was up to no good… and even though I find that impossible to believe, I'd really rather wait and find out what this secret resistance has to say before I decide on a course of action."

She dictated a letter to Spike about how to help your friends when they have a problem but won't admit they have a problem, along with apologies for the lateness of the report and the excuse that she'd been very sick lately. When Spike had sent the letter, Twilight breathed a sigh of relief—though she knew full well that her troubles were far from over. It chilled her that she had just lied to her childhood mentor, but she reassured herself that, in due time, none of the terrible and strange things she'd seen would turn out to be Celestia's fault.

"Do you think we should go back to Ponyville to see where that clue leads them?" asked Spike.

"As much as I'd like to," replied Twilight, "I feel like it would be more efficient for us to continue our work here in the forest for now. These mysteries we're dealing with will require a broad range of scientific investigations to solve, and I want to be as thorough as possible."

With that, she packed up all of her instruments and led the other two back towards Zecora's hut, in the hopes that she might help lead them deeper into the forest.

…

Pinkie Pie, Applejack, Applebloom and Rarity paced around the barn, trying to make sense of the clue. "So," said Rarity, "we're supposed to look for somepony without a cutie mark… but I can't think of anypony like that."

"Yeah, me neither," agreed Pinkie Pie. "I wish they could've been more specific than just 'blank flank'…"

"Blank flank?" Sweetie Belle walked into the barn, followed shortly by Scootaloo.

"Sweetie Belle!" said Rarity. "Don't startle me like that."

"Sorry," she said. "We came here to find Applebloom."

"Cheerilee gave us a clue," Applebloom said to her friends. "She wanted us to look for a pony without a cutie mark."

"Well, that sounds like us, doesn't it?" said Sweetie Belle.

"No, " said Applebloom, "I think we're supposed to be looking for an adult…"

"Now, hold on," said Applejack. "Little fillies got no part in somethin' as dangerous as this. Applebloom, you've seen enough involvement already."

"Fine," replied Applebloom, rolling her eyes. "Then I guess I won't tell you which pony you're lookin' for…"

"What?" the three older ponies interjected.

"Yep," continued Applebloom, "I already figured it out, but I don't think there's any point in tellin' y'all if y'all ain't gonna' let me come along."

Applejack opened her mouth to argue with her little sister, but she marched out of the barn along with the other Crusaders.

"Ah, they're bluffin'," she said, waving dismissively.

…

"I thought that was going to work for a second," Sweetie Belle said to Applebloom as she trotted around the farm.

"Yeah," added Scootaloo, "you even had _me_ fooled for a sec there."

"What do ya mean?" asked Applebloom. "I really _did_ solve it."

"_Really_?"

"Sure did. Now, if y'all will just follow me…" she led them to the chicken coop, where they were surprised to see an old brown pony with a grey mane and an oddly-shaped hat.

"Howdy there fillies," he greeted them jovially. "Don't mind me, I'm just cleanin' up this here chicken coop—Applejack hired me, you see."

"That was her?" asked Applebloom. "I wonder why she didn't notice, then…"

"Notice what, now?"

"Well… that you don't have a cutie mark," replied Sweetie Belle.

He looked at his flank, as if he'd been unaware of this deficiency until then. "I s'pose I don't," he said evenly. "What of it?"

"What do you know," asked Scootaloo, narrowing her eyes, "about a secret resistance effort against the princess?"

He froze as his head snapped up. For the first time since they'd walked in, he studied the fillies very carefully.

"You're all a bit young to be askin' after that sort of thing," he decided, and resumed his cleaning.

"But it's true, right?" asked Applebloom. "There's a secret group, somewhere in Ponyville, and we were s'posed to follow somepony without a cutie mark to find it… right?"

"I very much doubt that you _specifically_ were supposed to," he replied without looking up, "but if I'm correct, your sister Applejack went on a little trip down to Sustria, didn't she?"

"Well, yeah, but what does that have to with…?"

"I'd be quite interested to hear what she's got to say. I would've asked her myself earlier, but there's rules, see. I'm s'posed to wait 'till somepony comes to me, not the other way around."

"All right," acquiesced Applebloom, "We'll go n' find Applejack. You stay here, okay?" He nodded.

A minute later, the fillies returned to the coop with Applebloom, Rarity and Pinkie Pie in tow.

"Well, I'll be," declared Applejack. "I didn't notice that before! You really _don't _have a cutie mark, do ya?"

"No, ma'am, and quite honestly I wouldn't trade my blank flank for anythin' in the world." It was an exceedingly unusual thing for a pony his age to say, but everypony present was willing to overlook that. "Anyways," he continued, "I'm gonna assume you want me to introduce y'all to my… associates. Follow me, please."

As they all exited the chicken coop, Applejack blocked her sister's path through the doorway with her hoof, saying "Not so fast, Applebloom. You three are stayin' here, ya hear?"

"Applejack!" they all protested in unison.

"Applejack," repeated Applebloom, "we were the ones who found this guy in the first place,"- "Name's Hayseed," he said over her- "so you at least oughta' show us some gratitude by lettin' us see this thing through!" The other two fillies chimed in with their assent.

"All right, all right!" cried Applejack, raising her hooves despairingly. "I think I must be makin' a terrible mistake sayin' so, but y'all can come."

"Cutie Mark Crusaders _go_!" they shouted with fierce joy, and, much to the older mares' bemusement, they gave each other a three-pony high-hoof. With that, the old blank flank led them away.

…

Twilight was carrying Spike into the dark heart of the Everfree Forest, with Fluttershy behind her. Suddenly, the pegasus froze and began whimpering softly.

"What is it, Fluttershy?" asked Twilight softly.

"There's some dangerous animal nearby," she whispered softly. The other three were on their guard in an instant, standing back to back so nothing could sneak up on them. "It's through there," added Fluttershy, pointing to a thick patch of brush. There were unsettling wet noises coming from it. After a moment's hesitation, Twilight parted the bushes with her magic, creating just enough of a gap for them to peek through.

Her blood ran cold as she looked into the small, depressed clearing—for there before her was a massive, wolf-like creature with filthy, matted grey fur and deeply muscled limbs. It had its back to them, hunched over something they couldn't see, making ripping sounds as it ate.

Twilight felt deeply sick. As a putrid smell reached her nostrils, she realized what was on the other side of that monster. It turned around, sniffing the air, and she felt a jolt as she realized it was looking at her.

In a flash, she produced a force-field that repelled the creature just before it was upon her, eliciting screams from the others. Twilight called upon her adrenaline reserves to help her focus on the immediate danger and not at the red, lumpy mess on the ground that had once been a thinking, feeling, living being.

Before the monster could get back up again, Twilight allowed the force-field to dissipate, choosing instead to use her magic to pin the thing to the ground. Its snarling mouth was filled with sharp, vicious teeth flecked with saliva, and its entire visage gave off a general impression of pure, unstoppable, efficient death. Twilight had more than enough power to keep it from getting back up, but it was still unnerving to watch it thrash about on the ground, thumping its arms and legs against the forest floor.

"A warg!" gasped Fluttershy.

"What should I do?" cried Twilight.

"Tie it up!" suggested Spike frantically. There was no rope present, however, so instead, Twilight telekinetically buried the warg up to its head in the dirt, packing it in hard so that it would be unable to dig its way out. Then, tentatively, she released her magical grip on the beast. To her great relief, it stayed in the ground, snarling and jerking its head impotently from side to side.

"Wait… what now?" asked Twilight. "If it manages to escape, it might come after us or attack some helpless woodland creatures, but if it doesn't escape, it'll starve to death…"

"Just leave it," suggested Fluttershy. "There's no way of dealing with carnivores that any of us could feel okay about."

Twilight looked at the thing's frothing mouth and the bloodlust in its eyes, and at the poor creature it had killed—a deer, she realized—and decided that letting the warg starve would be the lesser of two evils. "You're right, Fluttershy," she said shakily. "Let's keep moving." As they hurried onwards, the warg's hellish snarls slowly faded into silence behind them.

"I want to know how these creatures are kept out of Equestria," replied Twilight. "I feel like we meet some terrible monster every other time we enter these woods, but so far, the Ursa Minor was the only one to actually follow anypony all the way back to town."

"Maybe the creatures are kept out with magic," suggested Fluttershy.

"That's an interesting thought, and I strongly suspect you're right," said Twilight, "but in order to prove conclusively that there are spells in place, and to analyze their nature, we'll have to find a large, powerful creature and lure it to the edge of the forest."

"But Twilight," said Fluttershy, "what if it ends up attacking Ponyville, like the Ursa Minor did?"

"Well… I'll just have to find something weaker than an Ursa Minor, but stronger than a warg. That way, if there are magical wards in place, then they'll produce a reaction large enough for me to measure. If, on the other hoof, they don't hold, I'll be able to prevent any negative consequences."

With that, they started making for higher ground, hoping to climb a tree and survey the area for such a creature as Twilight was looking for.

Using magic and the thickest tree branches she could find, Twilight constructed a lookout tower high in a tree growing at the top of a ridge. As the only one who could reach it, Fluttershy flew up, perched herself in it, and looked out across the forest.

"Tell us right away if you see anything!" Twilight called. Fluttershy responded in the affirmative, but no one on the ground heard her. Twilight was staring up at her anxiously when she heard a belch come from Spike, followed by something bouncing off her head. Her stomach tightened as she opened another letter from Princess Celestia.

_"My dearest Twilight,_

_Thank you for your last letter. It is a great relief to know that things are going all right for you._

_I do have some bad news, however: as you may or not be aware, a schoolteacher named Cheerilee recently disappeared from Ponyville. Many ponies who spoke to her before she went missing report her being of a questionable mental state. I was wondering when you might have spoken to her last, and exactly what she may have said to you. Please, this is very important—you must provide as many details as possible so that we will know where to look for her. Yours,_

_ -Princess Celestia"_

"Well," said Spike when he had finished reading the letter, "at least the royal court doesn't know where Cheerilee is."

"Maybe they don't, and maybe they do," shrugged Twilight. "Honestly, Spike, I'm just not sure whom to believe anymore."

Consequently, she decided to write a reply saying that she hadn't seen Cheerilee for months, and that the schoolteacher had seemed perfectly sane and healthy back then. After that, it was just a matter of waiting at the base of the tree for Fluttershy to spot their next target—that, and trying not to feel too alone with her thoughts.

…

Back in Ponyville, the other ponies were still following Hayseed to their mysterious destination. For some reason, rather than taking them along a direct path, he doubled back on himself a lot, even passing by the same fountain three times. Still, it seemed that he knew where he was going because he never once stopped or hesitated. Eventually, he brought them to what appeared to be an old, abandoned house away from Ponyville's main roads and stepped inside.

"Y'all don't s'pose this might be a _trap_, do ya'?" Applebloom asked her friends.

"What's the worst that could happen?" said Pinkie Pie, and they went in, closing the door behind them.

Hayseed took them down a set of stairs into the house's basement, which was almost pitch-black. Rarity was about to light up her horn when Hayseed flipped a switch somewhere, illuminating a table in the center of the room just five ponies filed in from an adjacent room, gathering around it. The six newcomers immediately recognized Daisy and Carrot Top, but they had only vague recollections of seeing the other three in Ponyville at some time or another.

"What are those children doing here?" asked a blonde stallion. "This is no place for them."

"Sorry," said Applejack, rolling her eyes, "but there ain't nothin' we can do to change their minds, and if we didn't bring them along, there's a good chance they'd find a way to look into this stuff on their own."

"Fair enough," he nodded. "Now, I'm guessing you most likely wanted to speak to us because of some… things you saw in Sustria, no?"

"That's right," replied Applejack. "Some ponies—the Wonderbolts, apparently—destroyed of the pigs' towns and claimed in the name of Equestria, and now the whole thing's been hushed up."

The rebel showed no surprise. "Yes, Equestria's military is quite an aggressive one," agreed a somewhat large white stallion with a blue mane. "We weren't aware that the Wonderbolts were in their employ, although I suppose that makes sense."

"Why is all this happening, though?" asked Rarity. "What would be the point of waging a secret war?"

"As we understand it," explained Carrot Top, "there were plans for war long before the assassination attempt." Rarity suppressed a shudder, remembering that she was speaking to the very ponies who had orchestrated that attempt.

"The real issue," added Daisy, "had nothing to do with any military threat the pigs posed—it was simply that they knew too much. Being creatures with no love of ponies, it was only natural that they would circulate rumors amongst themselves about some of Equestria's more barbaric and disturbing practices. Furthermore, chance had it that some of these rumors were true."

"What rumors?" asked Pinkie Pie.

"Well," replied a grey stallion with a dark mane, "we learn about most of the royal court's tyrannical ways indirectly, through inferences based on scattered clues. However, we do have one picture, taken by one of our spies, which I believe you will find to be most compelling evidence against the throne…"

He walked over to a safe in the corner, unlocked it, and pulled out a small photograph.

"Perhaps it would be prudent not to let the young ones see this," he said, and Applejack and Rarity covered their respective sisters' eyes while Pinkie covered Scootaloo's. A moment later, he laid the picture on the table in front of them, and their collective horrified gasps caused the fillies to struggle to get a glimpse.

In the picture, Celestia was standing in the middle of a circular arrangement of magical runes carved on the floor of some dark dungeon. There were thick, glistening rivulets of blood running down her face and neck, for impaled upon her horn was a dead or dying blue unicorn.


	12. Chapter 12: Land of the Blank Flanks

Chapter 12: Land of the Blank Flanks

After spending two nights flying low and walking through the wilderness, Rainbow Dash decided to throw both caution and herself to the wind. She soared high above the foreign, mist-soaked lands, scanning the wild mountains, valleys, rivers, lakes and forests for any familiar places, civilized regions, natural landmarks, anything that might provide some clue as to where she was.

Just as she was about to retrace her steps, fearing she'd been flying the wrong direction for hours, she noticed something strange in the distance: a gathering darkness, some ill mood of the sky itself. Her jaw dropped as she realized it was a massive storm front, greater by an order of magnitude or two than anything she had seen in her life.

At first, the sight filled her with dread, for it seemed to her that only the Wonderbolts could have created such a thing. However, she suspected that such a monstrous storm was beyond even _their_ capabilities.

Intrigued, she flew towards the storm, getting as close to it as she dared before turning to fly around it. Sure enough, it seemed as though whoever had created this thing was no longer supervising it—which was odd, considering how dangerous it was.

As Rainbow Dash looked at the ground below the storm, she was shocked to see a small village built against the coastline of what might have been a lake or a bay, its waters already starting to stir from the winds above. All of the buildings looked fairly small and crude, and had been constructed partly on the sandy banks and partly on wooden platforms reaching out across the water.

As soon as she confirmed that the village was directly in the storm's path, Rainbow Dash swooped around to the front of the clouds and struggled furiously to disperse them, flitting from side to side, cutting swaths through the clouds. It was completely futile, of course, for even if she'd had twenty other pegasus ponies helping her, it might have taken as long as a day to neutralize something like this.

In fact, it may have just been her imagination, but her efforts seemed to be making the storm _stronger_, for she was soon buffeted by heavy winds and rains which knocked her wings back, forcing her to make awkward, clumsy flaps towards the ground. It occurred to her that it might be feasible to clear away just the section of clouds that would pass over the village, so she flew all the way to the top of the storm and began trying to burrow through it.

She was better prepared for the strong winds this time, and managed to make about thirty decent-sized holes through the clouds before having to stop and rest. To her great dismay, however, these holes began to close up again seconds after she had finished the last one, all while the storm was moving inexorably closer to the village. Soaking wet and stymied as she was, Rainbow Dash wasn't ready to surrender just yet. Perhaps by pushing it slightly to the side, she might able to send it off course so that it would merely graze past the village.

Unfortunately, as she heaved against the meteorological leviathan, she realized that this was a terrible idea and that it would never work—the thing's forward momentum was just too great. Before long, the storm was hurling torrential rains and screaming winds against the village, with Rainbow still holding on tight to the clouds—no longer trying to redirect them, but instead clinging on for dear life, since the winds had reached such a pitch that they had the potential to dash her against the hard ground below. She refused to let go, clenching her eyes shut as the wind roared in her ears for what felt like hours (though it was probably much less), until the winds began to slow ever so slightly and her energy was almost spent. Disoriented and wobbly, the world spinning around her, she flew back to solid ground and collapsed on the drenched grass, not a second before everything went black.

…

She awoke to find herself wrapped in towels and lying on a bed, surrounded by about forty earth ponies squeezed into a building that was far too small for them. There were faint murmurs, muffled by her exhaustion, and she kept hearing the world "angel"—but what could that mean? _Fluttershy's rabbit?_ she wondered. The crowd was fairly colorless, with most of the ponies beings shades of brown, grey, and cream, though there were a few sprinkles of green, blue and red here and there. The walls and floor were composed of large, irregular pieces of driftwood, the gaps between them sealed with some sort of black tar.

As soon as Rainbow Dash remembered what had happened, she bolted upright and shouted "It wasn't me!'

The two ponies nearest to her looked at one another, and then one of them asked "What wasn't you?"

"The storm! I didn't make it, I swear!"

They smiled gently at her, and probably would have laughed had the situation not been so serious. "Of course you didn't," said an older-looking pony. "No one can 'send' storms… they just happen. Are you feeling all right?"

She jumped out of the bed and started experimentally stretching her legs and wings. She was sore and exhausted from her ordeal, but nothing seemed to broken. Gasps issued from the villagers, followed by softer murmurs spreading outwards from the crowd's center. _It's like they've never seen a pegasus before_, she thought.

"Can you… fly with those wings?" asked a little yellow and orange filly.

She smiled. "I'll let you be the judge of that. She jumped into the air and zipped around the room, grazing the thatched ceiling and barely avoiding contact with some of the taller ponies before landing next to her bed.

Everypony let out gasps at her performance. "That was nothing," she said with a grin. "Wait'll you see what I can do outside." She flew out of the building and began wowing them with loop-de-loops, sharps dives, and moves too complex to name.

Once she'd had her fun showing off, she landed in the middle of the crowd, bowing in each direction as they cheered.

"We call this place Hoofshore," explained a grizzled pony who appeared to be the eldest. Looking around, Rainbow Dash first noticed the damage the storm had done to the village—buildings had been smashed open, some areas had been flooded, and the roads were filled with debris. The houses on the water had fared even worse: broken walkways pointed impotently from the shore into the sea, with the buildings they'd been attached to floating in pieces hundreds of yards away. She wondered if anypony had drowned.

As Rainbow Dash turned her attention back to the villagers, however, she noticed something much more startling: not one of them had a cutie mark. She considered asking them why this was the case, but wondered if it might be rude and decided against it. She shuffled her wings, covering her own mark.

"Sorry I couldn't stop the storm," she said. "If it would help, maybe I could join you guys in rebuilding."

"We would be most grateful," an elderly brown mare said with a smile.

The villagers fanned out, silently dividing up the work. Rainbow Dash started by watching them erect planks, plant them securely in the sand, and binding them together with twine. She imitated them, moving from one building to another. The reconstruction took longer than she'd expected, and she soon found that her sore muscles were slowing her down. When she collapsed, panting on the grass, a middle-aged couple invited her to dinner.

Their home, sheltered by a wooded area near the shore, had survived the storm. As Rainbow Dash followed them to their door, the scent of sap met her nostrils and she sneezed. The house seemed bigger than others—though it was hard to be sure, since she hadn't gotten much of a chance to see most of them standing.

After escorting their guest through the doorway, the two of them rushed into their kitchen, loudly whispering instructions to what sounded like at least eight different cooks. Just as Rainbow Dash was wondering how she could eat that much food, a sizable crowd of other guests entered the door behind her.

It soon became clear that she was attending a feast held in her honor. As she eyed the stringy, dark green plants on her plate suspiciously, all the earth ponies around her leaned in eagerly, waiting for her opinion of the dish. _Here goes nothing_, she thought to herself, and she took a bite. To her astonishment, she was instantly smitten with the stuff: there was just a hint of salt, and the consistency was impeccable. As she dug into her meal, the rest of the villagers followed suit.

"So, tell us," said the mare of the house. "Where exactly do you come from? We have never met a pony from outside these coasts." The sounds of eating faded to silence as everypony at the table looked to Rainbow Dash.

"My homeland is called Equestria," she said. "I'm surprised you haven't heard of it. I mean, it's a really big country, somewhere to the"—she stopped. "I mean, I'm not that good at geography, but I'm sure if you went far enough from this village, you'd find it."

"And do all the ponies in Equestria have wings, like you?" asked the mare's husband.

"Nah," she said, "and most of the ones who do can't pull off my moves."

"What does Equestria look like?" asked a grayish filly sitting next to her.

As she was about to answer, the colt on her right asked "Which direction did you say it was?"

The room erupted with questions: why she had wings, what had brought her to Hoofshore, whether there were more ponies on their way, what that mark on her flank was for, and so on. Despite feeling somewhat overwhelmed, she answered everypony as best as she could, and tried to resist enjoying the attention too much. (At this, she failed spectacularly.)

The more she spoke with them all, the more she realized how different Equestria was from this place. Here was a village of primitive fisherponies (that is to say, they survived largely by gathering aquatic plants), who had never even seen most of the inventions she'd taken for granted back home. She wondered if cutie marks only came to ponies in developed countries.

"How far is Equestria from here?"

Rainbow Dash bit her lip. "As far as I know, it's really, really far… I mean, I wasn't paying attention when I was on my way here, and…" She shrugged weakly.

"We have maps," offered a beige pony slightly smaller than her. "Maybe they can show you where you are?"

Rainbow Dash nodded sheepishly, and a colt near the back of the room disappeared behind a doorway, returning a few seconds later with the maps rolled up in his mouth. As he laid them out on the table, Rainbow Dash soon realized that she was unable to make heads or tails of the maps.

"Thanks," she said, "but there's nothing on there that I recognize." The colt's ears dropped.

"In any case," said the stallion of the house, "you are welcome to stay in our village for as long as you like. Please, continue telling us about Equestria."

"Well," said Rainbow Dash, "our ruler is Princess Celestia. She's an alicorn—that means she has a horn and wings."

She noticed two fillies whispering excitedly to one another, though they stopped when they saw her looking at them. "An angel," said one of them. "You are led by an angel?"

"What do you mean? What's an angel?"

A grey, elderly pony coughed. "Our people tell stories of ponies who have horns and wings, who spend their eternal lives watching over us and keeping us safe." He frowned. "As you have seen from the storm, however, they are only stories. Besides, none of us has actually seen an angel."

"I have!" said one of the fillies who had been whispering. He turned to Rainbow Dash. "She was in the sky at night, above the deep part of the forest. There was a flash of light, and I saw her great wings, and her horn."

The elder waved dismissively. "She tells tales, this one."

"Where exactly did you see her?" Rainbow Dash asked the filly.

"Come, I can show you."

She was led outside, to a small clearing. "The angel was rising out of the forest when I saw her there, in the sky," said the filly, pointing." Rainbow Dash squinted at the towering trees in the distance. "She was glowing and all the trees around her lit up. Then, she flew away to Heaven and everything went dark."

"Heaven?"

"It's where the angels are said to live," explained a dark-coated mare. "A great city floating in the sky, where angels dance on the clouds."

_Cloudsdale_, thought Rainbow Dash. _Did their ancestors know mine?_

"If you're thinking of going into the woods," said the elder, "I'd advise you against it. There are fearsome beasts dwelling within, and most who venture deep into the trees do not return."

"I know how to deal with danger," she said with a swish of her mane. "You've seen me fly, and I can fight, too. Besides, I need to know what that… angel was doing in there."

"If you will not be dissuaded," said the elder with a frown, "at least let us send our strongest ponies with you."

She shook her head. "Sorry, but I need to be able to move quickly if I'm attacked. No offense, but any companions would just slow me down." She took a few steps towards the tree-line before turning around. "I'd like to thank all of you for your hospitality. I promise that someday, after I've found my way home, I'll come back to visit your village again."

They all wished her luck as she disappeared into the trees. Before long, the cool darkness of the forest had enveloped her, and the sound and warmth of the village dissipated from the air around her.

She tried to keep her hoofsteps soft and her ears alert. After all, if Princess Celestia was in the woods for some reason, it would almost certainly mean trouble. On the other hoof, there was a chance she might meet a new alicorn from outside Equestria. She trembled at the thought. _Immortal. All-powerful. _Another word crept into her mind, a silent breath of air: _angel_. Was it really so strange to doubt the existence of one like Celestia, to dismiss her as an impossible myth, a goddess who lived only in figures of speech and wild imaginations?

She stopped walking. She was sure she'd heard a brief scraping sound from somewhere in the brush. She leapt into the air as a huge pair of jaws snapped over the space she'd just occupied. After a frantic flight into the canopy, she turned to see a three-headed snake, about eight yards in length, hissing at her from the ground below, its six yellow eyes narrowed with malice.

"Nice try, buddy," she said before flying off. Once she was reasonably sure she had left the snake far behind her, she descended—it wouldn't do to be seen in the air. She trudged from one tree to the next, tense and ready to spring into action at the first sign of danger.

As the minutes drifted by, fading into hours, her adrenaline wore away, and she realized just how helpless she would be in the rapidly approaching darkness. She spent several minutes looking for a dry place to lie down before she noticed a flash of light in the distance, almost completely obscured by the trees' thick branches.

As she crept towards it on hoof, she quickly realized that she was looking at a town that someone had built in the middle of the woods. As near as she could tell there were no roads leading into or out of the massive clear area that housed the log buildings before her.

Once she cleared the tree-line, she had a clear view of all the buildings that still had their lights on, though a few were nested in shadow. She slunk down the hillside, alongside a creek as she mentally mapped the route she would take. She slipped between the shadows, prepared for any attack from the earth or the sky.

What she didn't count on, however, was a door swinging open right as she was about to walk past it.

Out stepped a blue mare, who, upon seeing Rainbow Dash crouched low to the ground, immediately screamed "_Intruder_!"

Her first instinct was to take to the skies, but she hardly got thirty feet into the air before she felt the sharp pain of something grabbing on her tail, yanking her back. She found herself tackled by five different pegasus ponies at once, a flurry of furious wings and hooves grabbing at her, turning her about, dragging her down. She struggled as hard as she could against her captors, but it was no use—she was hopelessly outnumbered. As soon as she gave up and went limp, an icy silence fell over the crowd that was gathering around her.

"What should we do with her?" asked a voice from somewhere she couldn't see.

"Take her to the princess. _She'll_ know what to do."

Rainbow Dash shuddered. If Princess Celestia was really as cruel and merciless as Cheerilee seemed to think, then there was no possible way this could end well.

It was impossible to get a good look at anything while she was being dragged about, so she closed her eyes as they carried her into one of the buildings. From somewhere in front of her, there came a gasp.

"What is it, your highness?"

"That pegasus… I know her."

Rainbow opened her eyes wide, her jaw dropping at the sight of the alicorn before her.


	13. Chapter 13: The Alicorn

Chapter 13: The Alicorn

In the cold, oppressive darkness, Twilight and her two companions dashed madly through the forest, guided only by a bright, wildly shaking light projected by Twilight's horn. Behind them was a creature so massive that each step it took sounded like a boulder falling from the sky.

"Almost there…" heaved Twilight, gritting her teeth. The three of them dashed up a familiar ridge, leapt across a familiar ravine, and broke out of the woods and into the wonderfully familiar open field adjacent to Ponyville.

They stopped running, turned around, and stared anxiously at the tree-line. A few seconds later, a pair of vicious orange eyes appeared between some of the high-up branches. Upon seeing the ponies, the owner of these eyes roared, and as he began to step out into the moonlight, Twilight recognized him as a black dragon. She swallowed the lump in her throat.

"This is it," she said, charging up her horn's magic. "I hope our plan doesn't turn out to be a terrible mistake…"

For a terrifying moment, this appeared to be the case. As the dragon drew near, however, there was a sudden flash of light somewhere about his face, causing him to screech in pain and stumble backwards. After sniffing at the invisible barrier and cautiously poking at it a few times, he decided that pursuing his pony prey any longer was no longer worth his time, and returned home, knocking over a few small trees on his way.

Twilight made sure not to lose track of the point in the air where the flash had appeared. Now that she had seen the enchantment with her own eyes (and detected it with other, stranger senses), she was able to feel her way through it, her magic probing at unseen curves and planes in space. To her astonishment, the enchantment turned out to be a massive barrier extending high into the air.

"I don't believe it," she said softly as she stared up into the sky.

"What?" asked Spike. "What's going on?"

"It's giant, invisible dome—I think it covers all of Ponyville. This is it, it must be. This is how they control the weather, make cutie marks, and do who knows what else…"

"Who's 'they'?" asked Fluttershy.

"Celestia, Luna, I don't know. Whoever it was, and whatever they had in mind when they created this thing, they hid it incredibly well. I'd have never even guessed it was there without seeing it in action just now. Spike, take some notes."

He pulled a notepad and a quill from her saddlebag and dutifully copied down a number of equations and statements as Twilight recited them, pacing circles around him in the grass.

"…and then close parens, that goes with the open parens right before S¬1. Everything inside those parens, you divide it all by… well, I don't know what to call it; there's no name for it yet and I still have to solve it."

"So what do I write?" asked Spike.

"It's a bunch of stuff you wrote earlier, but it's a quantity I might need later so we need a shorthand for it… y'know, I think it's a constant."

"Whatever you want me to write, I'll write it."

Twilight spent a few second racking her brain. "Well… it's crude, but for now, just call it mu, since we haven't used that yet."

"'Myu'? Like the sound a cat makes?"

"No, I mean the letter from the ancient pony alphabet!" Spike scratched his head. Twilight groaned. "Here, let me see what you have."

She snatched the notepad from him and read it with growing despair. "Spike, this isn't what I said at all! The different equations are all bleeding into each other, so many of the symbols are wrong, and—_why_ is this part written _diagonally_?"

Spike crossed his arms. "I ran out of room."

"You know what? It's fine. I'll do it myself." She turned to a fresh page and scribbled furiously. Spike's shoulders sagged as he looked to Fluttershy imploringly. She shrugged.

"There!" declared Twilight as she put the notepad and quill away. "I can do a deeper analysis later."

"So… what happens now?" asked Fluttershy.

"The fastest way we can learn more about the enchantments is to try to recreate them on a smaller scale." She strode over to a gathering of rocks. "What I want to know is why something like this would need to be secret." She concentrated hard and began carving through the air with a sparkling dome which quickly faded from sight.

"Cheerilee said cutie marks can control our behavior, right?" asked Spike. "So maybe it's some kind of crazy mind control thing."

Twilight glanced at her flank. "Well, if that's the case, they're not doing a very good job. How is it we've managed to get this far if our minds are being controlled?"

As she was trying to infuse the dome with a simple enchantment, the sound of approaching hoofsteps diverted her attention. She looked up.

"Applejack? Rarity? What are you two doing here?"

"We're gonna have to regroup early," said Applejack with a glance over her shoulder. "There're guards lookin' fer us, and they're bein' much more persistent than last time. We need to round up everypony and get out of Maneheart with our hides intact."

Twilight nodded and set off towards Ponyville with Spike atop her back and the three ponies by her side. They all skidded to a halt as they saw four guards patrolling the streets, all carrying flashlights.

"I got Applebloom hidin' in the barn," whispered Applejack, "but the boutique is closer, so we can go there and find Sweetie Belle first."

They slunk through the darkness, approaching the building from behind. Rarity gently tapped on one of the windows. After several seconds, she turned to Twilight and whispered "I don't think she's coming to the window, but I don't want to go in through the door. There's light shining on it from that window across the street."

Twilight squinted through the window into the dormant boutique. "I have an idea. Spike, jump down. All of you wait here."

In a flash, she was on the other side of the window. "Sweetie Belle?" she asked the shadows. She repeated the name softly, glancing from side to side as she made her way upstairs. Something small, white and silent slunk out into view, a shapeless blur calmly abstracting towards her.

"There you are. Come on, we need to"—Sweetie Belle rubbed up against Twilight's legs and started purring, at which point she realized it was not Rarity's sister at all but rather her cat, Opal. She resumed her search, this time with her horn dimly lit. There was no one in the closets, behind the fabric, under the stacks of unfinished dresses…

She slowly reached her head under a bed only to be blindsided by a hard poke to the cheek.

_"Ow!"_

"Twilight?"

Sweetie Belle crawled out from under the bed, stumbling off her sleepiness. "Sorry, I thought you were a guard."

"It's alright. Come along, we need to get out of here."

As they were walking downstairs, Twilight froze, blocking Sweetie Belle with her hoof. Outside, right where her friends had been standing, there were now two armored guards. Twilight put out her horn and ducked down.

"…can't have been out of town, at least not for very long," said one guard's muffled voice. "We've talked to plenty of ponies who've seen them around."

"And yet, our searches always come up dry," said the other. "It makes me wonder if they're still in Ponyville, just hiding from us."

"It's sure starting to look like it. Come on, let's try to be a little more thorough this time. If we see any of them, try to drag them off without waking the town."

Twilight and Sweetie Belle were just starting to inch back up the stairs when the door swung open and a flashlight was staring them in their faces.

For a moment, the two accosted ponies stumbled in the glaring light as the guards stared at them. Then, there was a rush of approaching hooves, and Twilight instinctively reached for her magic…

…She materialized outside, still disoriented by the jarring transitions between light and dark. As she fumbled around, however, it was immediately clear that something had gone wrong.

"Sweetie Belle?"

She cursed herself as she realized she'd left the filly inside. Then, there was a flash of light in front of her, and Sweetie Belle fell onto her side, legs flailing. Twilight pulled her into a standing position, and together, they galloped up towards the forest.

"I didn't know you could teleport," said Twilight as they skirted the trees, making a large circle around Ponyville.

"Me neither. It just happened by accident, right as they were grabbing me."

"Grabbing you?" Twilight shuddered. If the guards had been willing to kidnap a child to use as leverage, then and her friends could very well have the same standing as wanted criminals. _There's no turning back now_, she realized.

…

Applejack, Spike, Rarity and Fluttershy had made their way to Sugarcube Corner after narrowly avoiding a pair of guards. Pinkie Pie was waiting for them at the door, and together the five of them took a winding, roundabout path through Ponyville, towards Sweet Apple Acres.

As they pressed up the hillside, Spike looked down at Rarity, upon whose back he was perched. "What do you think happened to Twilight?"

"She can handle herself," she said, though her voice was tense. "She and Sweetie Belle are probably looking for us by now."

After a few unsettling moments in the open, with no cover in reach, they made their way to the barn. "_Applebloom_!" hissed Applejack. "_It's time to go_!"

Applebloom emerged from a pile of hay, rubbing her eyes and yawning. "Where exactly are we goin' again?"

Applejack frowned. "We'll figure somethin' out."

As they moved along the edge of Ponyville, Applebloom started lagging behind. "We gotta bring Scootaloo with us," she said. "She knows too much. If the guards catch her, they'll lock her up so she can't tell anypony what happened in Sustria."

They froze as they heard somepony galloping towards them from the edge of the Everfree. "Stay close to the trees," whispered Applejack. As a dim, nearly imperceptible light slowed to a stop before them, they relaxed at the sight of two familiar ponies.

"Sweetie Belle!" said Rarity. She embraced her sister momentarily, but Twilight started nudging her onward.

"The guards are close behind us," she explained. "We have to keep moving." Rarity nodded, and together the eight of them forged on, led by Applebloom.

As they approached Scootaloo's house through an alleyway, Twilight looked over her shoulder. "We need to make sure we lose the guards before we pick her up. Otherwise, we'll just make her a target."

They ducked behind some barrels and waited for the dreaded lights to pass by the alley. Then, Applebloom and Sweetie Belle tentatively tapped a few times on Scootaloo's window.

Sweetie Belle looked at Twilight. "You should probably go in." Twilight nodded. A moment later, she was inside the unfamiliar house, weaving around furniture and hoping her intrusion wouldn't—

_"Ow!"_

Twilight stumbled from the sudden blow to her hip, flailing her hooves in front of her face while feeling around telekinetically. After enduring a few more slaps, she snatched someone small and squirming from on top of her, levitating Scootaloo in the air as she growled menacingly.

"Scootaloo, it's me, Twilight!"

"What? Oh."

` Twilight glanced out the window, confirming that her friends were still safe. "Listen, you and your friends know too much about what happened in Sustria, and the guards may come after you, so we need to get you out of Ponyville until the danger is sorted out. We're not sure how long we'll be gone—it could be months. If you want, you can go wake your parents, and they can come along, but we have to leave tonight."

Scootaloo glanced towards the stairs. "Uh… my parents are on, y'know, vacation. They won't be back 'till… later."

Twilight sighed. "Then we'll just have to leave right now." In a flash, they were back outside the house, and the party was complete.

"Alright," said Applejack, "now that we're all set, let's"—

"Freeze!" They whipped around to see four guards bearing down on them from the end of the alley. As they turned to run, however, another four appeared on the opposite end.

"We're… trapped," whimpered Fluttershy.

"Then we'll have to fight," snarled Scootaloo. She hopped onto a trash can, flaring her wings out so as to appear larger. "We're not afraid of you!" she shouted at the guards.

Twilight conjured a barrier behind her, blocking half of the attack. Meanwhile, the other four guards charged, blocking kicks from Applejack, Rarity, Fluttershy, and Pinkie Pie. Applebloom swung herself up onto one's back and covered his eyes, allowing Applejack to kick him in the chest. The other three guards swung their flashlights, and one of them connected with Fluttershy's jaw, eliciting a cry as she crumpled against the wall, holding her face in her hooves.

Twilight narrowed her eyes. As the four guards behind them pressed against the barrier, causing it to shift and wobble, Twilight risked a second, simultaneous spell which flung the other four onto their backs. She dragged Fluttershy up and shouted _"Run!"_ As she and the others rushed past the fallen pegasi, the magical wall collapsed, and the eight guards dashed after their quarry.

They zigzagged through town, narrowly dodging closed stands, barrels, and rosebushes as they made their way towards the open fields. Twilight realized there was no way they could manage a sustained chase, so as they fled the town, she charged a single, powerful spell, making sure this time to encompass all of the ponies around her…

A burst of light erupted and they were placeless, flung from gravity, falling without direction, and then a moment later they stumbled and crashed back into the physical plane, into trees and ferns.

Twilight scrambled to her hooves, lit her horn, and managed a quick head count. To her relief, everypony had made it.

"Where are we?" asked Spike. He grabbed onto a fern for balance, but ripped off its leaves and fell sideways.

"We're in the Everfree Forest," said Twilight, "and probably not far from Ponyville. We can't stop yet."

They pressed on deeper into the woods, too tired to run. "Fluttershy," said Twilight, "are you okay?"

"I don't know. I think so."

Twilight shone her horn-light on Fluttershy's face. There was a moderately-sized bruise on her jaw, but nothing looked out of place.

"What did we do to deserve this?" asked Rarity. "We didn't break the law. We aren't thieves, or hooligans, or murderers."

"It ain't that we're murders," said Applejack grimly. "It's that _they_ are."

…

An hour or two into the woods, Sweetie Belle collapsed. "I'm too tired," she moaned. "Need to sleep."

"We'll sleep in shifts," said Twilight, "and I'll stay up first."

Sweetie Belle heeded the command almost instantly, rolling onto her side and snoring softly on the wet moss. "I wished I had a blanket to put over her," yawned Rarity as she curled up next to her sister, joining her in slumber. As everypony else settled down, Twilight secretly resolved to stay awake for the rest of the night.

…

_Twilight knelt before the massive statue, the noble alicorn standing watching over the tomb. He had lived before Celestia and Luna; before ponies and Equestria; before time and space. _Giver, Peacemaker, All-Father.

_ The tomb itself was nearly as ancient, filled with crumbling stone giving way to the dirt around it. High up in the air, the domed ceiling peaked in a tiny aperture which let in a thin ray of ethereal light tinged with drifting dust. Twilight opened her mouth, letting a stream of black-and-white static trickle out. Pray, she thought, a sense of peace swelling in her soul. _Angel_._

_ The statue's eyes shifted, and it looked down at her. Suddenly something was wrong, the praying stopped, she backed away, shaking her head and spraying static everywhere. It crackled on the ground, spinning away into space._

_ "Be not afraid of the dead god," spoke the alicorn in the most terrifying voice imaginable._

_ Twilight started crying, her tears indistinguishable from the substance pouring from her mouth. Prayers, tears, pleas. Don't Let Me Go Away. Let Me Shiver Afraid Forever._

_ "I know it hurts, Twilight. The pain is your everything; the fear is your heart and soul. You have wholly occupied your epistemology with that shifting, nebulous space between the edge of your skin and the rest of the universe, wherein all of your worst anxieties dwell. Life is fear, fear is life. But, Twilight, I'm here to save you. You need to open yourself, let in the light. There's a wonderful sense of adventure just waiting for you to experience it."_

_ Twilight thought she was surely going to drown in static. His voice was too awful to bear._

_ "My voice upsets you because you have learned to hate and fear the truth, and I can speak nothing else. You must overcome, you must make the great leap before you can find the freedom to live."_

_ His voice grew dimmer. She writhed on the ground, bleeding black and white, her limbs jerking about as her soul bled out. All her life she had been, and now she was not. Her final thoughts were of loathing that awful, glaring, unforgiving light which shone through her, her worst secret of all suddenly translucent before the King, before herself. The space she'd occupied, the construction of her very self, was draining out, dissolving, shooting off into space…_

_ The alicorn shook his head in disappointment._

…

"I still have a copy of the photo," said Rarity. "We could show it to her when she wakes up."

Applejack glanced briefly around the sunlit campsite—the two of them were the only ones awake. She raised an eyebrow. "Now?" she whispered. "It'd drive her insane. She's been through so much… we have to wait until things get better. I"—

They froze as they heard somepony yawn. Pinkie stretched and shook herself awake as she walked over to them. "What's going on?" she asked softly. "Did I miss my shift?"

Rarity shook her head. "I think Twilight went to sleep without waking any of us. I suppose I can't blame her… after all, we are all still in one piece."

Pinkie examined her hind legs, which were still attached to her hips. "What were you talking about just now?"

"The photo," said Applejack. Pinkie's ears drooped.

"I'm just worried," said Rarity, "that things are going to get worse before they get better. We need to show it to Twilight at some point—if not today, then soon."

Pinkie nodded. "That's right. Twilight has a right to know that Princess Celestia's done something so awful." Suddenly, she flinched, shaking her head.

"What's wrong?" asked Applejack.

"It's my Pinkie sense." Applejack's hair bristled.

"What do ya think is gonna happen?"

"It's hard to say. See, for a long time now, I've been feeling this rumbling, like a really loud sound that I can't quite hear, and it gives me this sad, scared feeling. Now, though, it's like there's also this light that's really, really bright, only I can't quite see it because it's the wrong color."

"How can you tell there's a bright light if you can't even see it?" asked Rarity.

"I don't know. I guess that's just how my Pinkie Sense works sometimes… I really wish I knew what this meant. I can't even tell if it's something good or bad."

"We'll find out eventually, I s'pose."

One by one, the others rose, breakfasting on the natural vegetation around them. Birds chirped, wind swept gently through the trees, and life buzzed all around—amorphous, flowing, complete.

Before long, they were ready to start moving again. "We should head to Zecora's," suggested Applebloom. "Maybe she knows somethin' about the forest that'll come in useful."

After a few minutes of being lost, they made their way to Zecora's hut and knocked on the door.

"So many of you have come today," she said as she answered them. "Might I help you in some way?"

"Well, y'see," said Applejack, "things ain't exactly safe in Ponyville for the time bein', so we were wonderin' if… y'know, you could tell us what might be on the other side o' these woods."

Zecora raised an eyebrow. "The Everfree stretches far and wide. I have never seen the other side." Applejack sighed.

"Well," said Twilight, "we could always trek further out and just hope for the best."

"And put these fillies in danger of ferocious beasts?" asked Rarity, looking at Sweetie Belle. "I should hope there's some other option."

"My hut is safe," said Zecora, "so they may stay here. That way, they would have nothing to fear."

"Of course!" said Twilight. "They can stay here while we look for the safest way through the forest. Once we find it, we can come back and pick them up."

Everypony nodded except for the fillies. "We can handle any monsters," said Scootaloo. "We took care of those guards, didn't we?"

"Y'all got lucky back there," said Applejack. "Yer stayin' with Zecora, and that's final."

With that, the six of them set off, ignoring the fillies' protests.

…

A few hours into their foray, the forest became strangely silent. The wind held its breath, the trees bristled like crouched animals, and Twilight felt as though she were being watched.

Suddenly, she heard a series of odd cracking sounds in the distance—as of something moving rapidly through the canopy. Everypony stopped walking as they heard the thing moving closer, lower, like some ruthless, efficient killer that nature had made simply to spite itself. Twilight knew her timing would have to be perfect, and as soon as the thing broke through the branches above, she pinned it to the ground with her magic, crunching a thick patch of dead leaves, and then she saw that it was—

"Rainbow Dash?"

"Twilight! _There_ you are!"

"What are you doing here?"

"Well, it started when I—hey, would you mind letting me up?"

"Oh. Sorry," said Twilight, embarrassed, and she released her mental grip on Rainbow Dash.

"Thanks. Anyway…" She described her foray into Sustria, her escape from the murderous Wonderbolt, the colossal storm, her discovery of the village of ponies without cutie marks, and her capture in the hidden town.

"You were captured?" interrupted Twilight. "And they were going to take you to the Princess? How the hay did you get out of that one?"

"Here, I'll show you." She laid down a smooth, metal plate that had been strapped to her back, and tapped on it three times, producing three clear ringing sounds. After a few seconds, a glimmer of light appeared above the plate.

"You should all stand back," advised Rainbow Dash. As they did, the glimmer expanded and contorted nebulously until it burst, sending out bright rays of light.

All around, jaws dropped as they recognized the figure before them. "_This_," Rainbow explained, "was the princess they were taking me to."

Suddenly growing self-conscious, Twilight dropped into a bowing position as quickly as she could without tripping, prompting the others to follow suit.

"Come on, now," said Princess Luna with a light, tinkling laugh. "There's really no need for that."


	14. Chapter 14: How Equestria was Made

Chapter 14: How Equestria was Made

"As I was telling Rainbow Dash earlier," explained Princess Luna as they walked, "my sister—well, it pains me to discuss it, but let's just say she really isn't the perfectly benevolent ruler she appears to be. I disagree with many of her decisions, but unfortunately, she's far stronger than I am—which is why, shortly after my return from the moon, I founded a hidden town here in these woods, hoping to free as many ponies as I could and bring them here. This was where I encountered Rainbow Dash earlier today."

They were briskly but steadily marching down what have been the remains of a very old trail, almost too faint and overgrown to detect in some places. Luna had assured them it would lead back towards Zecora's hut, where they could pick up the Crusaders.

"What exactly is the princess doing that everyone's so concerned about?" asked Twilight. "Aside from the war in Sustria, I mean."

"In order to understand some of Celestia's current… policies," she explained, "you'll need to know how she first came to be the undisputed ruler of Equestria. Over a thousand years ago, when Equestria was just a small, largely unknown collection of tribes, nested in untamed mountain ranges. Most of the ponies in the known world lived in other regions, nearly all of which were lorded over by families of alicorns." Seeing the ponies' shock, she added "Yes, alicorns have never exactly been common, but there were far more back then than there are today."

"Whenever two or more royal houses declared war on each another, any battles fought by earth, pegasus, or unicorn ponies—the 'lesser' ponies, as they were then called—served as mere formalities, performed only because the alicorn families expected their subjects to embody their own values and desires. The real battles took place between the alicorns themselves, who would constantly assault one another's castles—either because they were insatiably power-hungry, or because they were terrified of those who were and wanted to gain power for the sake of self-defense. In one particularly bloody century, the conflicts escalated to the point where not one alicorn family was at peace with any of its neighbors. This is where Celestia and I came in…"

…

_She shivered at the unexpected gust of cool air on her face as she materialized on the castle roof. She felt strangely guilty, for even though this hadn't been her intention, she'd half-expected that it might happen, and had dreamed of stepping beyond the castle walls for as long as she'd been aware there was a world outside—and now that world was laid out before her: craggy purple peaks of mountains standing as great sentinels over rivers winding through verdant fields—she tried to take it all in as quickly as possible, knowing she surely wouldn't have much time. She'd seen framed, limited scenes of the surrounding area through the castle's precious few windows, of course, but everything looked so different from the roof, so alive and present—she wasn't just looking out at the world, she was in it, and a part of it, and she longed to fly up and dance on those beautiful clouds…_

_ "Luna!" she spun around to see her sister carefully edging towards her, trying not to slip._

_ "It was an accident," she explained quickly. "I teleported for the first time just moments ago, mere seconds…" It wasn't true, of course—she'd been able to teleport for a few days now, and had been practicing whenever she was alone._

_ "You need to come back inside," insisted Celestia. "You never know who might see you."_

_ Luna looked down to the ground below the castle, hundreds of feet, feeling vertigo for the first time and not knowing what it was. "I doubt that they will see me from down there."_

_ "Not from the ground," said Celestia in a pleading tone, "from the sky! Please, we must return inside!"_

_ Luna sighed, defeated, and as her sister charged her horn with magic, she took one last look at the world she wouldn't be a part of for years to come…_

…

"…Our parents also made sure no one knew of my birth," explained Luna. "They hoped to gain the element of surprise, since even a young alicorn could often make a crucial difference on the battlefield."

"I have said before that lesser ponies—if you'll excuse me for calling them that—had no effect on the outcomes of battles. Perhaps it would be more accurate, however, to say that this was the case when there were very few of them. My father realized that a family of three or four alicorns could only be in so many places at once, and that there might be some advantage to amassing a large army of loyal soldiers—if only to act as advance scouts, or to march through areas where an ambush might be waiting, thus exposing the attackers without placing valuable alicorns in danger."

"What a terrible way to live," observed Twilight. "You make it sound as though ponies were treated like chess pieces, measured by strategic usefulness and nothing else."

"Yes," sighed Luna, "that's exactly how things were… Oh, look where we are!"

Before them stood the crumbling, moss-covered ruins of the ancient castle where, long ago, the elements of harmony had given them the power to defeat Nightmare Moon and restore her to her true form as Luna. Everything had been untouched since Twilight and her friends had been there.

In spite of everything, Luna couldn't help but laugh a little. "It certainly has been a while since we were last here, hasn't it?" said Luna. "While it wasn't my intention to bring you here, this castle happens to be quite important to the story: it was where my family and I lived, and where they kept me hidden for years."

She led them onward past the ruins as she continued her story: "As I was saying before, my father had the idea to build up a large empire of ponies, which he accomplished by ruling with benevolence and kindness. Celestia and Corona followed his example, and soon our territory extended across a region nearly half the size of modern-day Equestria. More than anything else, our army provided us with information: we knew when an alicorn was killed, when one was entering the forest, when a new one was born, and so on. One fateful winter, however, my father grew very ill…

…

_Luna crept into the dimly lit bedroom alongside her brother and sister, sensing inexplicably that she was intruding upon something forbidden or sacred. It was upsetting and strange to see her father, one a mighty ruler, warrior, and protector of his house, brought low by time, the only force in the world stronger than an alicorn._

_ Her mother was crying, and she felt immediately heartsick and tried to figure out if she was supposed to cry, too._

_ "My children," he told them, "my time is very near. This is not an alien sickness, an invisible enemy come to steal me away, but something I have borne for every millennium that I have lived: age, that specter of senescence which comes to all, through the rise and fall of empires and times of peace and war, to us just as surely as to the common ones. To age and die is as natural a thing as being born, and I have lived as good a life as an alicorn might ever dream."Behind his worn eyes twinkled a lucid, tranquil intelligence, a mind that perceived with such totality that its epistemology was as a cosmos._

_ "Do not speak so," sobbed his mate. "It is pain enough to see you like this."_

_ "There must be something we can do to make things easier for you," said Corona, stepping forward._

_ He looked at his children: first Corona and Celestia, and then at last his gaze fell on Luna, and his face looked so familiar, yet so decayed by his recent and sudden lapse into infirmity that she couldn't help but avert her gaze from this soon-to-be corpse that was somehow her father._

_ "It is comfort enough to see you all here," he assured them. "I think it is no coincidence that I should fall from health now, of all times—things are going to change soon, I can sense it. Soon there will be no more war, for the warmongers will destroy themselves, and you all can know a world of love and wonder. Luna, I think that you may never need to know the life of a warrior. The time of peace is very, very soon."_

_ Luna listened to his prophetic words with wide eyes while Corona and Celestia, older and more experienced as they were, smiled weakly at their obviously delirious father. The wars would go on as always, of course, and they would all have to fight them alone, without the wellspring of strength and security they had always known._

…

"Outside the forest, alicorns were dying at an unprecedented rate, and soon only the most merciless among them would be left alive."

As they walked, there was a subtle change in the forest—the trees grew taller, the canopy thicker, the air wilder, and the vegetation less familiar—ferns, shrubs and briars were replaced with thick mosses and vines. _This is the old part of the forest_, Twilight realized.

"As it turned out, their merciless nature really would be their own undoing. One by one, they whittled down one another's families until every surviving royal house—except mine—was presided over by a single alicorn. Upon learning this, our father sent Celestia and Corona to use their superior numbers to overpower our remaining enemies. It appeared that after centuries of bloodshed, there would soon be a chance for a lasting peace. With the vicious warlords dead and only the weaker and the more mild-tempered alicorns remaining, my family could take control and rule over a newly unified Equestria."

"Before this came to pass, however, something went terribly wrong. At one point, outside of my family, there were only three alicorns left alive: Princess Terra, Prince Aleph, and Prince Nocturne. Mistakenly thinking that there were several others, my father sent Celestia and Corona to kill Princess Terra, since her family had shown ours more aggression than any other while they'd been alive. When a scout informed my father of the situation, he realized that this might very well mean the extinction of the alicorn race, and immediately sent a message to his children warning them not to kill anypony. Unfortunately, the message reached them too late, arriving only after they had killed the princess in her sleep."

"Deciding there might still be hope if the other two remained alive, my father sent a scouting party to look for them. Through some cruel twist of fate, however, they were found dead together. It appeared as though Prince Nocturne had barely succeeded in killing Prince Aleph before succumbing to his own wounds."

"My father was stricken with grief by the news, for although my siblings and I were still very young, it was an absolute certainty that one day we would meet his fate, as well, and after that alicorns would cease to walk the earth. By this point my mother had also entered the final stages of life, and I spent nearly every waking moment caring for both of my parents. Then, one day, I overheard him speaking to Corona…"

…

_Luna crept through the hallway, unsure what had compelled her to get out of bed so late at night. Suddenly, she spotted her brother glancing around furtively before slipping into their father's room._

_ As she approached, she was barely able to make out the sound of her father saying "My time on this world is finished, son. I have mere minutes left, yet I must ask that you repeat to no one what I tell you this night." Confused, Luna drew closer and found the door closed, so she peered through the crack, listening breathlessly in the darkness._

_ "I have thought much about the fate of our race," he told his son. "Have you confirmed that we are the only remaining alicorns?"_

_ "We have. We have searched the earth thoroughly, crossing mountains and oceans, but nowhere have we sensed anything even approaching the magic of our kind… I am sorry."_

_ "It was not your fault"—he coughed violently, and Luna bristled for a few tense seconds. "You couldn't have known what had happened," he continued, "but there is still the future of our race to be concerned with, for without us all of ponykind would fall prey to dragons, hydras, and behemoths more terrible still. I have thought long and hard, and there is only one solution."_

_ "What is it?"_

_ There was a long pause, and Luna pressed her ear hard against the door to make sure he wasn't whispering, but relaxed somewhat when he spoke again:_

_ "It is a terrible thing that I must ask you to do, my son."_

_ "Anything, father. I'll do anything you ask."_

_ "This is something more despicable than you could imagine. What you must do will haunt you for as long as you live."_

_ "Just name it. I will not fail you."_

_ "To ask something so vile, so depraved of my own son pains me more than dying."_

_ "Please, father"—Luna could hear him fighting back sobs—"Just tell me, and I'll make sure it happens, really!"_

_ "You must conceive the next alicorn."_

_ Another pause. "I don't understand… with who"—_

_ "With one of your sisters."_

_ Luna's stomach sank so far she thought it might fall through the floor._

_ "I—father, to do something of that nature…"_

_ "I warned you that it would be horrible."_

_ "What you ask of me… I'm not sure I can."_

_ "It is my last wish. Promise me, son."_

_ "I…"_

_ "Promise."_

_ For a few seconds, all Luna could hear was her own pulse, pounding in her ears. Then:_

_ "I promise."_

_ With that, his father gave one deep, final sigh, after which Corona begged him to respond, to come around, and then only the sound of his intermittent sobs came from behind the door as the reality of his father's death overwhelmed him_.

…

"Corona did not try to fill his promise right away. The three of us continued to care for our mother until she suffered the same fate as our father—no doubt accelerated by her heartbreak. Today, both of our parents are still buried beneath those ancient ruins." Twilight instinctively looked behind her, but they had walked far enough that the ruins were no longer in view.

"As the only three alicorns remaining in the world, we might have declared dominance over Equestria then and there, but devastated as we were, the idea seemed pointless. Then, one night as we were sleeping out on the plains, under the stars, I overheard Corona confess our father's dying wish to Celestia…"

…

_A fierce rain poured down on three alicorns out on the plain, many miles from the castle they'd left behind. Two of them stood, speaking to one another in hushed tones._

_ "He said something to you before he died?" asked Celestia. Luna was lying on the grass nearby, lying down with her eyes closes as she pretended to sleep._

_ "It wasn't something easy to tell you," explained Corona. "He said his last wish was"—_

_ "His last wish? He told you that and you still haven't told us?"_

_ "Celestia, you have to understand, I,"—_

_ "and why are you telling me just now?" Her voice was shaking. "What has happened that should suddenly grant me the privilege of knowing the last thing my father said before he died?"_

_ "He told me he didn't want our race to go extinct." He spoke quickly and softly, distancing himself from his words._

_ "So… he wanted us to find more alicorns? But we've already searched everywhere, so how are we supposed to…" She trailed off, and her eyes widened. "No. Corona, you can't possibly mean to…"_

"Wait," interrupted Pinkie Pie. "Why couldn't she have a foal with a unicorn or a pegasus?"

"Unfortunately, that is impossible. Many tried during the great alicorn war, but nopony ever succeeded. Corona argued with Celestia, saying she was spitting on our father's grave by denying him his dying wish..."

_ "We have to do this as soon as possible," he said, "before I lose my nerve. Sometimes I think about just flying away and trying to get so lost that I can live the rest of my life without seeing you or Luna again, because that promise has been tormenting me every day since I made it and I wish I didn't have to keep it, but he was my father, Celestia, and yours too"—_

_ "We'll live thousands of years," she reminded him, under-reacting because she still refused to fully believe what he was suggesting. "We can remake Equestria as one nation, give the common ones everything they need to prosper…"_

_ Corona shook his head, though Luna didn't see this. "For a time, we can, but we're going to die someday, and if there's going to be anyone left to keep ponykind alive after that, we need to…" He swallowed. "We need to make sure we don't die out."_

_ The moon shone impassively upon Celestia's face, illuminating the rivulets of rain dripping down her face as she blushed. "I won't do it."_

_ "It was father's last wish."_

_ "There's no way I could go through with it."_

_ "The one and only thing he told me he wanted, right before he died."_

_ "Maybe things will change. Maybe the common ones can protect themselves, but what you're suggesting is beyond disgusting."_

_ "You think I want to?" His voice was rising and Luna worried that her shivering would give away her wakefulness. "I'm as disgusted by the idea as you are, which is why it has to happen now, before I lose the nerve."_

_ There was a pregnant pause, and Luna wondered if Celestia had turned to walk away. Then, a terrifying thud prompted her to bolt upright and face the impossibly ghastly sight of her brother pinning her sister to the ground. Instinctively, she charged her magic and tried to sweep Corona off. He swung backwards partway, tottering unsteadily on his hind legs as the threatened to fall backwards, but quickly used his own magic to reverse his direction, falling forward once again just as Celestia lifted herself up._

_ Corona was backing away, shaking like mad. In a flash, he was gone, leaving Luna crying against her sister's coat._

…

"A few days later, we found him dead, almost certainly by his own hoof. I think between betraying Celestia like that and failing our father, he hated himself more than he could bear. Celestia was tormented beyond words by what had happened. As we buried him, I heard her whisper 'sorry' to him again and again."

They waited for Luna to continue her story, but all she said was "This is… hard for me."

"I think you have a very strong spirit," said Rarity, "to be able to move on with your life after an experience like that." It felt strange, comforting a pony more than a millennium older than she was, but she didn't know what else to say.

"Well… it was a long time ago," replied Luna simply.

Everypony still had unanswered questions about Celestia, but nopony had the heart to ask. At that moment, their greatest priority was evading capture, and Luna could finish her story when she was ready.

They trudged on in silence, and Twilight suddenly knew the answer to something that had puzzled her before. A part of her had struggled mightily to forget, to abandon the question she'd had and the much more ancient question behind, to distract herself with this mission. Here, however, was a thick forest where killing and dying were everyday occurrences, where every precious life could be snuffed out in an instant by the cruel whims of chance. This was death's domain.

She knew now exactly what she had been running from in the dream, and of course it hadn't been a dragon, or a hydra, or any other monster. _It figures_, she thought, her mental voice trembling, _that it would've been something abstract, something that was inside me all along._

_It figures it would be the skeleton in the black cloak._


	15. Chapter 15: Maneheart

Chapter 15: Maneheart

It was a dry summer's day in a certain young pegasus colt's hometown of Fillydelphia, and he had been practicing his flying all day, dreaming of someday becoming a great athlete. He performed loop-de-loops, tried tight turns, and perfectly executed complex maneuvers that he couldn't have named if his life depended on it. The sky, he felt, was where he most belonged.

He soon grew bored of these diversions, and set out to find some greater challenge—which he found in a flock of birds flying overhead.

As he flew towards them, they scattered, darting about quickly as he'd hoped they would. He picked out the fastest one and chased after it, giving the tiny creature all of his focus as it zipped through the sky. He was just slightly faster than the bird, and managed to catch up with it, but as he tried to pluck it from the air, it deftly dropped out of his reach, diving towards the ground. Diving after it, he steeled himself, determined not to miss a second time.

He didn't.

He grabbed the bird a split-second before crashing into the ground, hooves first, and was alarmed to hear a sickening crunch. Numb with shock, he lifted his hooves to his face and stared blankly at the remains of the helpless creature whose life he had just extinguished. It had happened so quickly, and it had been so easy…

Suddenly he heard several gasps and a scream behind him, and clumsily attempted to hide the bird behind a nearby rock. However, as he furtively looked around, he saw a crowd looking not at the bird, but at his flank. Twisting around to see it himself, he got a terrible sinking feeling in his stomach. The confused mess of voices around him didn't make matters any easier:

"That can't be _real_, can it?"

"What does it mean? Surely it doesn't mean that…"

"Why is his cutie mark a _skull_?"

…

Soarin' snapped out of his reverie as he heard hoofsteps approaching him from behind. He had been standing atop the highest balcony in Canterlot, watching the sun set.

"Hey, Spitfire," he said without turning around.

"Hey. Is something on your mind?"

"Do you think… this is really what we should be doing? Killing, I mean."

She shrugged. "What choice do we have? You're not thinking of standing up to the princess, are you?"

"No… I guess not."

She stood next to him and gazed down upon Ponyville. "It must be wonderful to be them," she said dreamily. "Did you know it's impossible to die from an illness while you're inside the barrier?"

"Who told you that?"

"I don't know, some prince. They all look the same to me. The point is, to anypony who doesn't know how things really work, Equestria must seem like a utopia."

He nodded silently. Then, suddenly, he asked "Do you ever wonder if things might change someday? If we'll be allowed to _just_ be athletes?"

"We are, sometimes."

"You know what I mean. Imagine if we never had to fight again… Celestia could even change our cutie marks, so we wouldn't have to hide them everywhere we went."

"There's no use dwelling on a dream that's never going to come true, Soarin'."

"Sure there is. Dreaming is what keeps me going from day to day. You should try it sometime."

Just as the sun finished passing over the horizon, they noticed somepony careening towards them through the air.

"That's not…?" muttered Spitfire, squinting. He skidded as he landed on the balcony before collapsing sideways, panting.

"Blizzard?" asked Soarin', rushing to help him up.

"I was—scouting the pigs' defenses—lost—her"—

"Whoa, slow down," urged Spitfire. "You've been gone for _days_!"

They took him inside and offered him some water. Once he'd emptied an entire jug, he explained what had happened:

"I was in Sustria, on my way to one of the pig's cities with the intention of scouting their defenses, when one of them spotted me from the road. I killed it before it could alert the others, but then I turned around and noticed somepony behind me."

"What?" interjected Soarin'.

"She was that pony from Cloudsdale… you know, on the young side, blue, with rainbow hair."

Spitfire's stomach sank. "That… sounds like Rainbow Dash."

"Yeah, that was her name. I chased after her, across the northwest Sustrian border and into the wilderness, but she used her—her Sonic Rainboom to get away. I tried to track her down, but it was useless. She's still out there somewhere, and she knows our secret."

Spitfire thought of how Rainbow Dash had saved her and her teammates' lives in Cloudsdale, and how overjoyed she'd been to meet her heroes at the Gala. The thought that a pony who had once held such admiration for the Wonderbolts had been forced to fly for her life from one of them disgusted her.

"Well?" Blizzard prompted after a few seconds. "Shouldn't we organize a search for her?"

"I'm not sure this is as much of a problem as you think it is," said Soarin' slowly. "After all, what reason does anypony have to actually believe her? For that matter, if her Sonic Rainboom carried her far enough to escape you, it'll probably be some time before she finds her way back to Equestria."

"But"—Blizzard lowered his voice—"but how will Princess Celestia react if word reaches her? I don't know about you two, but I'd rather not take that chance."

Spitfire barely managed to conceal a shiver as she considered the prospecting of hunting down Rainbow Dash. There was nothing she could possibly say to the young pegasus, it seemed, that would redeem herself or her fellow Wonderbolts—and that was assuming there was a chance to talk to her at all before she was dragged off to the Princess.

…

Meanwhile, Princess Luna was leading Twilight and friends (along with the Cutie Mark Crusaders) to the hidden town. The fillies seemed tremendously curious about the alicorn, but too shy to say anything to her.

"Princess Luna?" asked Twilight. "What are we going to do after we arrive at the hidden town?"

"Well… I'll introduce you to some of the residents, and find a place for you all to stay."

"…and after that?"

Twilight became suddenly uncomfortable as Luna eyed her strangely, as if sizing her up.

"I guess there's no point hiding the truth from you," she finally said. "You see, I originally founded the hidden town with the hopes of one day freeing Equestria's citizens from Celestia's web of deception—for lack of a better phrase. However, I had little hope that my dream would be realized for many generations."

"Not long after the last Grand Galloping Gala, however, Celestia was telling me about how you had saved her life, and how much your magic had grown." In spite of everything, Twilight felt a warm surge of pride. "She mentioned off-hoof that you had vanquished an Ursa Minor, and naturally it gave me quite a start to think that a unicorn could accomplish such a feat."

"It's… well, you know, it's not like it was an Ursa Major, or anything," Twilight managed, blushing.

"You don't understand," said Luna, looking at her seriously. "In the days of the alicorns, it was considered common knowledge that if anypony encountered a hostile creature of that size and strength, the only possible solution was to summon an alicorn. There has literally _never been_ a unicorn powerful enough to defeat an Ursa Minor."

Somehow, the commendation was so great that Twilight felt scared by it. "I'm sure it was—I mean, that _couldn't_ mean"—

"It's no use being humble, Twilight," chided Princess Luna. "There's something extremely unusual about you, and neither Celestia nor I know what causes it."

Twilight pondered the enormity of this realization. "So… wait, you're saying you need me to"—

"to continue to hone your raw magical power," said Luna, "until you stand a chance of overthrowing Celestia."

"Is that even _possible_?"

"Well, we won't very well know unless we try, now, will we?"

"I… I _guess_ not, but…" She still wasn't positive she wanted to side with Luna, but she didn't dare admit it.

"I know I'm asking a lot of you, in more ways than one," said Luna, "but you're the best hope Equestria has, and there's no one else I _could_ ask. If your power continues to grow exponentially, as Celestia tells me it has, then just maybe you'll have a bargaining chip that we can use to set the ponies of Equestria free."

"Well… I guess getting better at magic is something I'd like to do anyway…"

"Excellent!" Luna smiled. "You know, it just occurred to me that we'll probably be best served if I teleport us the rest of the way… gather in close, everypony…"

As they followed her instruction, she focused her magical energies, and a bright light grew around them. Twilight felt herself rushing through space in a vague, disconnected way before landing back on solid ground, stumbling a bit.

Looking around, they first noticed several unfamiliar ponies gathered around them, staring. They were in a town of log buildings, connected by rough dirt roads and surrounded by dense tall grass and thick woods beyond. There were gently sloping meadows which served perhaps as backyards, interspersed with numerous small, square gardens. A single stream, bridged at a few points, entered the town from one side of the woods, meandered roughly through its middle, passing through a waterwheel on the way, and left through the opposite side woods. The entire place gave off an air of being subdued or contained in some way, as though the ponies had shied away from making their buildings too tall or too colorful.

"Everypony," announced Princess Luna to the growing crowd around them, "allow me to welcome our honored guests. They have come here from Equestria after learning some of Princess Celestia's terrible secrets, and I would like you all to treat them with the utmost respect, as I believe they will be instrumental to forming our first real resistance against her."

A murmur broke out amidst the crowd at these words. Luna led Twilight and company to the lodge they'd be staying in, and the town's citizens watched their guests with intense curiosity as they watched their guests disappear into the building.

"Now, I've instructed a few of the town's residents to keep you well stocked with food and anything else you might need," explained Princess Luna. As she showed each of them their rooms, it dawned on Twilight just how long they might be here. As long as the royal guards were on the lookout for them, going back to Equestria simply wouldn't be an option.

…

"Isn't this exciting?" Scootaloo asked her friends once the princess had wished them luck and left. "Here we are, adventuring to a new place… we're _bound_ to get our cutie marks here!" They were strolling along the tree-line, examining the town as they circled it.

"Hey, yeah!" chimed in Sweetie Belle as they unpacked their saddlebags. "We pretty much tried _everything_ in Ponyville, so maybe we're supposed to find our special talents somewhere else!"

"There's one problem, though," said Applebloom. The others looked at her, confused. "Lotsa' ponies in this town don't even have cutie marks. Didn't y'all notice?"

"Wait, really?" asked Scootaloo. She squinted at the crowds watching her from near the edge of town. "How are we supposed to get our cutie marks if even the _adults_ don't have them?"

Sweetie Belle sighed. "Well, look on the bright side: at least we won't be the only blank flanks around here."

…

Meanwhile, Twilight and her friends were in a room down the hall, discussing their situation.

"Those ponies were looking at us funny," said Pinkie Pie nervously. "What do you think they thought of us?"

"Maybe they were just confused when Princess Luna said we could help defeat Princess Celestia," suggested Rarity. "After all, she never explained how, she just sort of said it and then took us here."

"I'm sure they'll be friendly once we get to know them," said Twilight. Just then, a knock came at the door downstairs. They all answered it and saw a brown unicorn stallion with beige hair.

"My name is Perseus," he said in a slightly airy voice. "May I ask which one of you is Twilight Sparkle?"

"I am," said Twilight, stepping forward.

"Princess Luna has requested that, during your stay here in Maneheart, I instruct you in certain branches of magic that are… well, mostly unheard of in Equestria—if that sounds agreeable, that is."

Twilight looked to her friends as if to ask for advice, but they had none. "If that's what Princess Luna thinks is best," said Twilight, "then I gladly accept."

"Excellent—come with me, if you please."

She was worried that Perseus would lead her past throngs of staring ponies, but for whatever reason, there were few of them outside. He escorted her down a narrow, sparse trail that led behind the lodge, a few yards into the woods and to small clearing which housed a platform of wooden planks with a decorative arch over it. Stones were arranged around it in a roughly circular formation.

"I suppose you're wondering why I don't have a cutie mark," he said, eyeing hers.

"Well, I…"

"It's quite alright. You see, cutie marks are unique to Equestria—they are the result of one of many of Princess Celestia's enchantments, intended to prevent unemployment and maintain a complacent lower class. However, in some cases, they can also create many unpredictable possibilities depending on what they identify as a pony's special talent, which I _suspect_ may have something to do with your immense wells of magical energy." Twilight blushed.

"Not having a cutie mark myself," he went on, "I am not limited to a particular field of magic; nor, however, do I particularly excel in any of them. Princess Luna believes that since your special talent is magic, you should have no trouble mastering spells that will be useful in combat."

Perseus's horn glowed, and a rock to her left began to levitate. "I'd like to see for myself how capable you are. Try to force this rock back into the woods while I try to force it forward, towards the trail."

She watched it hover forward, almost passing her before she responded by pressing lightly on it with her magic. As she applied more force, so did Perseus, and soon she found that she was beginning to strain herself ever so slightly. At first, his expression appeared untroubled, and she absently wondered if he might be more powerful than she was. As she continued to apply greater telekinetic force to the rock, however, his knees buckled, and his jaw clenched. Finally, he gave up, and the rock shot into the woods with a loud crack.

"Good, good," he said as he caught his breath. "Now, tell me: do you know how to conjure a fireball?" She shook her head. "Well, then at least I've got something to teach you, haven't I?"

He spent an hour or two drilling her on the subtle processes required for various kinds of attack magic and watching her carefully as she practiced the spells. He seemed continually amazed by her raw ability, though he didn't hesitate to correct small technical mistakes. Eventually, the gradual expenditure of her magical reserves began to wear her out. Noticing this, he suggested that she get some rest, and so they headed back down the trail, parting in front of the lodge.

"Twilight!" greeted Pinkie Pie as soon as she was through the door. She, Rarity and Fluttershy were playing cards on a table in the corner. "What kind of magic did he teach you, huh?"

"Fire, gravity, explosions…" Twilight listed off categories sluggishly, only realizing how exhausted she was as she struggled to articulate her experience. Giving up, she asked, "Did they bring food yet?"

"Yes, and how," replied Rarity. "It's all down in the kitchen, to your left… such a selection of salads I've never seen; I'm amazed they could grow so many different fruits and vegetables in one town. When Princess Luna called us 'honored guests', she quite meant it, it seems."

"No pastries, though," shrugged Pinkie Pie.

As Twilight ate, not bothering to carry her food out of the kitchen first, she wondered where all of this would lead. Would she really be forced to _fight_ Princess Celestia? Just what was she guilty of, anyway, and how was it connected to the grisly tale Princess Luna had told them, or to the massacre in Sustria? What would happen to her and her friends—and all of Equestria, for that matter—when this business was through?

These questions and others continued to pester her as she lay in a strange bed that night, next to a softly snoring Pinkie Pie. Her fatigue caught up with her, however, and before her mind was at peace, a deep sleep took her completely by surprise.


	16. Chapter 16: Putting the Pieces Together

Chapter 16: Putting the Pieces Together

Over the next few days, Twilight would practice magic—both with Perseus and on her own—until she got tired, gradually lasting longer and longer until she was able to keep up her training for most of the day. Her work served to distract her from the old fear, though it would occasionally return in sudden bouts, striking her whether she was alone or with friends, or waking her up in the middle of the night in a cold sweat. She told no one.

From time to time, Luna would bring various supplies that the townsponies were unable to obtain or make on their own. During each of her visits, she would be sure to check up on her "honored guests", and even provided Twilight with a special telescope with magically augmented stargazing capabilities, which she made liberal use of every night.

The other ponies gradually ingratiated themselves with the rest of the town, and learned that the locals were unsure not only about their strange visitors, but about the entire operation. Most of the ponies without cutie marks had never even heard of Princess Celestia before meeting Princess Luna, and the town's population had basically been cobbled together from various nomads and villagers from the surrounding region, nearly all of whom had decided to stay in Maneheart simply because it offered them a better life than they'd known before. Princess Luna's underlying intention, it seemed, had been to oversee and protect a tiny kingdom of her own, without lies or schemes, even if the revolution against Celestia never came.

There were some ponies with cutie marks, but they were few and far between. All of them seemed to have left Equestria for their own reasons, and had only ended up under Luna's rule by pure chance.

…

On the first day warm enough that it might signify the beginning of summer, the Cutie Mark Crusaders found the flattest patch of grass they could, with Sweetie Belle kicking along a firm patchwork ball that Rarity had crafted.

"How're we gonna play when there's three of us?" asked Applebloom.

"We'll just have to have three teams," explained Scootaloo, "and three goals. She scouted the area. "Mine can be there"—She pointed to two trees at the edge of the woods—"Sweetie Belle's can be there, between those two hills, and Applebloom, your goal can be the side of that building."

They spent a good five minutes kicking the ball around before Applebloom suddenly stood still, noticing a band of five ponies roughly her age hovering near the edge of the field. The crusaders gathered in close to one another and the two groups stared at one another in silence for a while before Scootaloo called out:

"Hey! Do you guys want to play too, or something?"

The strangers bristled slightly, but, after a brief, hushed conversation, the approached the Equestrian fillies.

"The ponies you arrived with all have cutie marks," observed a lavender-coated filly, "so does that mean you're all from Equestria?"

"Yup," said Applebloom. "We lived there our whole lives, only we had to leave 'cause it weren't safe there."

"Yeah," said a dark grey colt, "because of Princess Celestia, right?"

"Well…" Applebloom bit her lip

"It's complicated," said Scootaloo. "We don't really know everything that's going on right now, but it has something to do with our teacher trying to assassinate her."

_"Really?" _The Maneheartian ponies leaned forward slightly.

"Yeah, only this unicorn called Twilight Sparkle saved her. She's staying here, actually." All five of them glanced behind them, towards the lodge.

"Don't worry," Sweetie Belle assured them, "she's nice." They remained silent.

"Look," said Scootaloo, "we were right about to play a game of hoofball when you came along. If you want, you can join us, and we can just explain everything we know while we're playing."

They looked at one another uncertainly. "What's hoofball?"

Scootaloo smiled. "Here, we'll show you." She strode past Sweetie Belle, kicking the ball away from her and taking it out a few yards. "You start with the ball in the middle of the field, and each team tries to kick it into a different goal. Usually you have a few ponies up near the front, near the other team's goal, and a few further back…"

The other ponies caught on quickly, imitating the Crusaders as they battled for control of the ball.

"So," said the lavender pony as she cantered alongside Scootaloo, "What does Celestia look like? Have you ever seen her?"

Scootaloo shook her head. "Not up close, but I've seen pictures of her. She's white, and her mane is blue, green, and pink."

She started to pose another question, but hesitated. "Do you.. . you know, have to worship her and stuff?"

"What?" The ball rolled to Scootaloo. She immediately kicked it away. "What do you mean?"

"It's just that I've heard ponies there are… brainwashed."

"Not really. I mean, I guess I wouldn't know if I was, but…"

Two of the Maneheartian fillies overheard the conversation and slowed to a walk, letting the ball roll away, downhill, where Applebloom and a red colt fought for possession.

"I mean, they must have done a bunch of stuff to convince you Celestia was good, right?"

"Honestly," said Sweetie Belle as she trotted over, "I'm still not sure what she did that was so bad. There was a pig city destroyed, and some guards were chasing us before we came here, but we don't even know for sure if Celestia was the one who ordered that."

The remaining ponies in the field noticed that the game was at a standstill and joined the gathering, letting the ball settle in a small depression, alone and forgotten.

"Well, the Wonderbolts were the ones who _did_ it," said a chubby grey filly, "and they work for Celestia. She makes them control the weather and cause hurricanes and stuff, right?"

"They're athletes," said Scootaloo flatly.

"Not the way I heard it. They're able to fly fast enough to make all kinds of crazy weather, which can smash entire buildings. Then they chase down the survivors to finish them off." She stomped on a nearby pinecone to drive the point home.

"Are you sure?" asked Applebloom. "I mean, that sounds really, _really_ horrible. Why would anypony do that?"

She shrugged. "I can't prove it happens like that. It's just what my parents told me, and I think they must have heard it from Princess Luna."

"Yer _parents_ told you that? Who tells somethin' like that to their _kids_?"

"Who wouldn't? Don't your parents tell you when something important happens?"

Applebloom narrowed her eyes. "Somepony get the ball."

They spent the rest of the afternoon playing in silence.

…

One day at the lodge, while Twilight was away studying with Perseus, Applejack beckoned Pinkie Pie and Rarity to follow her into her room.

"We still haven't shown her the photo," she stated once they were all inside.

"Perhaps it's better if she doesn't see it," offered Rarity. "After all, she knows that Princess Celestia is up to no good, so why upset her with the details?"

"Because she's got a right to know," insisted Applejack. "She studied under the princess for years, and now it turns out she's been"—she lowered her voice—"she's been _killin' ponies_?"

"You're right, Applejack," said Pinkie Pie, "but we have to be _really_ careful how we break the news to hear. I mean, we'll need the photo to prove we're telling the truth, but we can't just _show_ it to her if she's not ready to handle seeing it."

"It's hard to imagine her _ever_ being ready to see something like that," said Rarity, looking downcast.

"Maybe so," said Applejack, "but it happened, and fer all we know, it could _still_ be happening. We'll have to tell her sooner or later."

…

Meanwhile, Twilight was concentrating hard, trying to lift ten massive, uprooted trees at once. Each was over a hundred feet tall, and as they rose, the clearing tripled in size. They hung precariously in the air, a bizarre spectacle. This was her first levitation test in some time, and she felt elated and nervous that her power had grown so much. His jaw dropped as she added an eleventh, followed by a twelfth, then a thirteenth…

"Don't push yourself too hard!" he urged. A few of the trees wobbled, causing needles and pinecones to rain from the sky. Perseus ducked, shielding his face from the barrage. "How about you try putting them back now, alright? And be _careful_!"

She complied, and he breathed a sigh of relief with each tree that she replanted. When the last one was back in the earth, a voice called up from down the trail.

"Twilight, that was _amazing_!" She looked up, still panting from the exertion, to see Spike running wide-eyed towards her. "Was that all you?"

Perseus laughed. "Are you kidding? Of _course_ it was all her! Hay, I doubt I could even lift one of those giants!"

"Was there something you wanted, Spike?" asked Twilight once she had caught her breath.

"Well…"

She felt an icy grip on her heart as he gave her an envelope. "From Celestia?" she asked. He nodded.

"Well, it couldn't be about a friendship report," she said as she opened it. "I've been careful not to miss a single one… I wonder what…" She held it before her and read aloud:

_"My dearest Twilight,_

_I have received word that you and your friends have been missing from Ponyville for some time. At first I thought you must be off on some adventure, but as nopony seems to know your whereabouts, I must say I've grown quite worried. Please reply and let me know if you're alright so I can rest easy. Yours,_

_ -Princess Celestia"_

Twilight was panicking badly. "What do I do?" she asked despairingly as she paced back and forth. "If I send her a letter, can she track where it came from? If I don't, will she come looking for me?"

"You should show that to Princess Luna at once," said Perseus. She nodded and galloped off, slowing only as Spike clambered onto her back.

"Excuse me," she asked a black mare near the trail entrance, "could you tell me where Princess Luna is?"

"She's away in Canterlot. Most likely, she'll be there for the rest of today, maybe tomorrow."

"Okay. Thanks."

To the confusion of ponies around her, Twilight darted about uncertainly, the letter hovering awkwardly around her. _The lodge_, she thought. Relieved to have a goal in mind, she set off.

"What?" said Rarity once she had seen the letter. Her hair twitched. "Twilight, you _have_ to send a letter back," she urged. "Otherwise, Princess Celestia might send out soldiers to look for you!"

"I was worried about that too," explained Twilight, "but I don't see how she would know to look here of all places…"

"We go into the Everfree Forest all the time!"

"Yes, but never _several miles_ into it… I mean, it's a really huge forest, isn't it?"

"I don't know," said Rarity, "it just seems as though you'd be better off coming up with some kind of alibi."

"What's all this, now?" asked Applejack as she approached them.

"Twilight got a letter from Princess Celestia," explained Rarity matter-of-factly, "and_ I _think she should answer it, but she's not so sure, and"—

"From _Celestia_?" asked Applejack with an ashen look. "Consarn it, the guards must have gotten to her."

"It does seem likely," said Twilight, "but she writes like she has no idea where we went, or why. I don't know if she's just pretending not to know what happened, or if the guards were too afraid to tell her that they failed, or _what_."

"Say you're somewhere in Equestria!" urged Pinkie Pie, who had been watching from the balcony. "That way, she won't have any reason to try to look in the forest. Make it somewhere far away from Canterlot, though."

"Appleloosa," announced Twilight, and she got out a scroll while giving a pen to Spike. "Tell her we went down to Appleloosa and the buffalo sent us to look for… for one of their children that got lost in the area, and we're still looking, but we're all very well supplied and everything's _fine_, and thanks for her concern but…"

It took a few minutes, and she made Spike rewrite the letter to sound more collected. Once she had what seemed like a passable letter, Spike sent it on its way to Princess Celestia.

…

That night passed with no response from Princess Celestia, and the next day, Luna was in the town square, so Twilight hastily told her about the letter and her response.

"I think you handled the situation well," said Luna, though she was frowning. By now, Twilight's other friends (save Fluttershy, who was in the forest, taking care of animals) had taken notice of Princess Luna, and they had all gathered around her, along with several of the townsponies.

"Princess," said Twilight, "why exactly does Celestia maintain those enchantments over Equestria? The last time I was near Ponyville, there was this giant magical dome over it…"

"That dome has always been there, undetected," she explained. "It staves off the beasts that live in the Everfree Forest, though it has recently started to fail from time to time. It also regulates the temperature and weather. However, abolishing the seasons outright would have required Celestia to conceal so much history that it was easier just to add to the history books and make it appear as though ponies have always changed the seasons."

"And what about cutie marks?" asked Twilight. "Cheerilee said they're sometimes forced, and ponies outside Equestria don't seem to have them… so what do they actually mean?"

"Cutie marks involve a very complex type of magic," explained Luna, "because they affect the thoughts and behavior of young ponies. They take advantage of the power of suggestion, making ponies believe that their skills in life are innately associated with some higher calling or 'destiny'. In reality, most talents can be acquired primarily through practice, and a 'natural' disposition towards a talent is often the result of encouragement from a young pony's parents."

The words fell heavily on Twilight as she studied her own cutie mark, which now seemed a cruel trick, stamped upon her flank against her will.

"Wait," said Fluttershy, "so why do you and Celestia have cutie marks?"

"Because that way, our subjects in Equestria think they occur naturally. When Celestia and I first came to rule Equestria over a thousand years ago, we offered them under the guise of 'gifts'. Equestria has since forgotten this."

Noticing the ponies eyeing their marks, she added, "There's no need to be upset—there's nothing inherently bad about cutie marks. Part of their function is to help you perform better at something you love doing anyway, and I personally don't see why there's be anything wrong with that. Twilight, you in particular should be grateful for your mark, because it seems to be the source of your strength: a loophole, unintended and unanticipated by Celestia, that allows you to grow ever more proficient not just at a single branch of magic, but at the mysterious, fundamental mechanics that make magic possible."

Twilight pondered what she had learned. _What about those enchantments is so bad that the princess would have to keep them a secret? _she wondered. _It sounds like they all make our lives better._

As if to answer her question, Luna continued: "Looking back, I should've noticed something was wrong when Celestia first suggested we should enchant Equestria. The idea itself made sense, but there was something off about the way she behaved around that time. She would stare out across the forest and refuse to tell me what she was thinking—or worse, lie. Her idea was a solution to something that had been troubling her for a long time… something to do with what happened to Corona, I think."

Everypony was silent for a long time. Maneheartian ponies watched from a distance Then, Twilight said "Wait… there's something that still confuses me. When I saw the enchantments over Ponyville first-hoof, they seemed like they were too strong to have been made even by Princess Celestia. Does that mean she's been hiding the extent of her power?"

"That's right," replied Luna. "She alone has nowhere near enough power to support the enchantments over all of Equestria. She…" as her gaze drifted across the ponies gathered around her, her eyes seemed to flicker hesitantly past Twilight. "…she maintains them using other sources."

"Is that why she attacked Sustria?" asked Twilight.

"No, the war against Sustria is essentially a measure to ensure that the border between it and Equestria stays as impassable as possible. Interaction between ponies and pigs has always been discouraged in order to hide the marked differences between Equestria and the rest of the world—making the pigs extremely hostile just happened to be a convenient, low-risk way for Celestia to accomplish that."

"How is a _war_ low-risk?" asked Rarity.

"Because Equestria has a vastly superior military to Sustria," Luna replied. "That's where the Wonderbolts come in: a few decades ago, Celestia realized the usefulness of having a team of extremely fast, skilled pegasi. It was the same logic that led our father to amass an army of lesser ponies during the alicorn wars. The Wonderbolts excel at both at hunting down dissenters and at destroying entire cities."

"How did they end up doing that stuff anyway?" asked Rainbow Dash. "I mean, it's not like they just signed up for it, right?"

"No, I'm afraid the Wonderbolts have little say over their role in the nation's military. Celestia recruited them through two means: by tracking down pegasus ponies whose special talent was killing—of course, this was _extremely_ rare—and by forcing pegasus fillies to develop this talent in the first place. She once tried to justify it all to me by saying that she was taking the innocence of a few ponies to protect the innocence of thousands, or something along those lines."

Rainbow Dash frowned "I didn't think they were killing because they wanted to… but it's hardly any better if Celestia's forcing them to do it. There's gotta be some way to set them free, though… right?"

"Well," replied Luna with the slightest hint of a sigh, "that's what I'm hoping to accomplish with Twilight here, but there are no guarantees about how all of this will play out. If you want my opinion, the best thing we can do is place our hope in her, because I must confess that I myself have nowhere near the magical power it would take to stand up to Celestia… and the sooner we're able to put a stop to what she's doing, the better."

"Why's that?" asked Applejack.

Luna gazed out into the trees. "Equestria has become too dependent on those magical domes. Whenever and wherever they fail, disaster strikes. The larger the population, and the larger the area the cover, the more terrible the disasters. If we don't remove them before Celestia expands their range much farther, then it may very well become impossible to do so without destroying all of Equestria."

If Twilight had felt pressured before, it was nothing compared with the burden that weighed upon her now. "I'm not going to have to… you know, _kill_ her, am I?"

"Oh, of course not," said Luna quickly. "If it comes down to a fight, it should just be a matter of whose magical reserves run out faster. With the exception of… special circumstances, it's very difficult for alicorns of Celestia's caliber to be able to kill each other—just so long as they're not caught by surprise."

"You mean like that assassin caught Celestia by surprise at the gala?" asked Rarity.

"Exactly. He used a poison which had a fast-acting effect on her brain, instantly muddling her thoughts in a way that made it impossible for her to safely use magic. There are also certain types of magnets and other materials that can prevent spellcasting, but they tend to require such close proximity to the target as to make them impractical for use in battle."

Twilight and her friends looked at one another, trying to digest all the information they'd just been given. Up until now, Celestia's secrets had seemed to involve random cruelty and disconnected acts of tyranny, but now Twilight was beginning to see connections she hadn't before, designs and dreams that she knew all too intimately.

…

That night, as Twilight stargazed through her telescope from the top of a grassy hill, Applebloom, Sweetie Belle and Scootaloo watched her through the window of the lodge.

"Why does she look at the stars every night?" asked Scootaloo, sounding vaguely annoyed. "She doesn't think they're gonna change, does she?"

"How do we know they don't?" asked Applebloom.

"I dunno. Sweetie Belle, do stars change?"

"Why are you asking me?"

They continued to look down on her as she peered through the telescope, scribbled some notes in a small red notebook, and then looked back into the telescope.

"Rarity says she's the whole reason we're in this place," murmured Sweetie Belle.

"What?" Scootaloo whipped her head around to look at the unicorn. "You know something about what the older ponies are doing here? Why didn't you say so?"

Sweetie Belle shrugged. "She didn't say much… just that Twilight needs to get stronger, because that way she can protect us if anything bad happens."

Scootaloo started to spit on the floor, but decided against it, since she didn't want to have to clean it up. "Well, that sounds pointless. Why do we need Twilight to protect us when we have Rainbow Dash?"

"Rarity says we need someone with really strong magic… I wish she'd told me what we need to be protected _from_, though."

"Monsters?" suggested Applebloom.

"Soldiers?" offered Scootaloo.

"Maybe we're better off not knowin'," sighed Applebloom. "Ain't that how it's supposed to be? The adults sort out whatever's wrong, we getta' enjoy bein' blissfully ignorant."

"Aren't you curious about what's going on?" asked Scootaloo.

"O' course I am. It's just that lyin' and hidin' things from me is how Applejack has shown me she cares. It's those little things that matter, like havin' a nice breakfast when I wake up, or not havin' to see the dead chickens before she buries 'em. Gettin' a hug when I'm upset, bein' told not to talk to that pony who dips himself in tubs of jelly without havin' to know why."

"Y'know, Applebloom," said Scootaloo, "it wouldn't kill you to start making sense one of these days."


	17. Chapter 17: Drawing the Noose

Chapter 17: Drawing the Noose

As she heard echoing hoofsteps approach her, Cheerilee snapped to attentiveness, either from shallow sleep or from a conscious but dull state of numbness to her surroundings—she couldn't be sure which.

"Misty," she called out in a hoarse monotone. "Expert in the art of subtlety, well-versed in the extraordinarily useful skill of making a homicide look like an accident, never leaves any evidence, maximum flight speed of six hundred and"—

"Yes, _thank you_," snarled the sky-blue-haired Wonderbolt at the schoolteacher through gritted teeth as she approached the bars of Cheerilee's cell. "Why am I even bothering to come down here? You wouldn't talk yesterday, or the day before, or the day before _that_"—

"So drug me!" bellowed Cheerilee, slurring her speech somewhat in her disoriented state. "Employ some kind of magical mind control, trick me, intimidate me, confuse me, bribe me, torture me harder, show me fear like I have never known before and make me grovel on my knees for mercy before your goddess!" As she raved, her nostrils flared and her pupils contracted with rage. "Oh, great and powerful Celestia! Please forgive me, for I have sinned unto thee! I beg of thee, accept my penance, for I am but a lowly mortal, and knew not of your divine plans for ponykind! Praise be to your holy name, for only you have the power and the grace to maintain the unblemished, perfect utopia that is Equestria!" She spat in Misty's face, surprising the pegasus with her range. She wiped it off slowly, her features devoid of expression.

"You know, you're not even fighting for anything worthwhile," the Wonderbolt coolly explained. "We _just_ want to know where Twilight Sparkle and her friends are. Perhaps you aren't aware, but that unicorn happens to be the Princess's prized pupil, so I think it's a safe enough assumption that when we find her and ascertain her safety, no harm will come to her."

Cheerilee laughed, causing her head to sway unsteadily and her disheveled hair to bounce somewhat. "No harm, she says! Just like no harm ever comes to the Princess's beloved subjects: not me, not you, _certainly_ not any of the unicorns that mysteriously go missing every once in a while…" She resumed laughing.

Misty sighed, exasperated. "Just what do you think you're accomplishing, anyway? What difference does it make if those ponies wander through the wilderness for a while? Surely there's nothing for them to _find_ out there that you think might save you?"

Cheerilee suddenly stopped laughing and gave him a mocking, sly look. "Ah, but I might very well ask you the same question! Why does it matter? Why bother tracking down some wayward fillies who may or may not know all your dirty secrets?"

"…I don't have time for this," announced Misty after a few seconds' silence. "Let somepony else deal with you, I say. I just hope you won't take too long to realize that you're fighting for a lost cause."

As Misty walked out of the room, Cheerilee collapsed on the floor, prepared to enter whatever state she'd been in before her visitor had arrived. Maybe they were simply poor torturers, but she was past the point of caring about the pain they could inflict on her. Her only remaining drive was to stall for as much time as possible before they realized that she hadn't the faintest idea where the missing ponies had gone—or even if they were still alive.

…

_Thank you for responding to my letter—it brings me no end of relief to know that you and your friends are safe. I wish you luck in your endeavor, and may the magic of friendship guide your path. Yours,_

_ -Princess Celestia_

Twilight scanned the letter several times before satisfying herself that there was no hidden subtext, no subtle hints, and no sign of any incoming trickery. Spike had regurgitated it early in the morning, waking her up and filling her with intense alarm.

"What's going on?" mumbled Pinkie Pie as she sat up and rubbed her eyes.

"It's nothing," replied Twilight. "You can go back to sleep." Pinkie Pie shrugged once before collapsing back down on the bed.

…

Later, after the sun had risen, Twilight met Perseus in the usual place. "You know, Twilight," he said, "I'm not sure I have much more to teach you. Your power has reached a level where you do things with magic that few ponies before you have dared dream of. For whatever reason, your magic still seems to be getting more potent every day. Now, I personally have never met Celestia, but after seeing what you're capable of, I don't doubt that you might become stronger than her in a matter of months—maybe even sooner."

Twilight felt a strange thrill. She'd noticed her power growing, too—each day she'd performed a little better, but unlike an ordinary skill, her magic seemed to visibly improve over hours and sometimes even minutes.

"But Perseus," she said, "there must be something you can teach me. What will we do during our lessons?"

"Keep practicing," he shrugged. "In a situation like this, there's no such thing as too much preparation. Focus on the newer spells you've learned, but don't forget to keep up on the old ones."

And so they practiced. As the day wore on, Twilight began to feel a sense of peace for the first time in quite a while—there would be plenty of time now, it seemed, to gather her strength until she was able to deal with whatever came her way, no matter how—

_"Twilight!"_

The voice caught her by surprise, and she hastily extinguished a fireball she'd conjured before it could slip from her control and ignite the trees.

"Spike! What is it?"

He held out a letter, prompting Twilight to groan_. "Again?"_

"_Twilight:_

_ So sorry to trouble you, but it seems I need your help—you see, Philomena has grown seriously ill, and she isn't due to reincarnate for a few more centuries. There is an herb that I need to brew a potion to cure her (enclosed is a sketch of it) and again, I hate to ask this of you, but royal duties call and I simply don't have the time to seek out the herb on my own. I'm very worried about Philomena, and she has been a close and faithful companion to me for many, many years. I'm sure this all must sound a bit strange, and I sincerely hope it won't trouble you too much to aid me in my time of need—I know it would mean the world to Philomena. Anxiously awaiting your reply,_

_ -Princess Celestia"_

"Philomena?" asked Perseus once Twilight had finished reading aloud.

"Her pet phoenix."

The three of them stared silently at each other, every one of them wondering how this might be a trap.

"It's just an herb," said Spike, "and it sounds like Philomena really could use your help."

"I don't know…" said Twilight, still deep in thought. "It just seems… fishy."

She debated inwardly whether there might be some way this was a trap, but eventually her conscience got the better of her, and she resolved that she would send Celestia the herb. Shrugging to indicate his compliance, Perseus led her into the forest and pointed out the correct plant to her. She plucked it from the ground, enclosed it in the envelope Celestia's letter had arrived in, and had Spike send it back to her. Within a matter of minutes, the princess's reply arrived:

_Thank you, thank you, and thank you again! Honestly, I don't know what I would do without a faithful student like you. (Philomena sends her thanks, as well.) The potion is already brewing as I write this, and my dear Philomena should recover in a matter of days. Yours in gratitude,_

_ -Princess Celestia_

"Funny how she feels the need to sign every letter," observed Spike, "seeing as how I only ever cough up letters from her."

"Maybe it's because I do the same thing," offered Twilight. She felt a pang of loss as she was forcefully reminded of the days when a letter from the princess was a joyous occasion, and not cause for alarm. Even knowing what she did about her, Twilight still felt a special attachment to her childhood mentor.

She and Perseus resumed their practice session as Spike watched. Her focus was split, however, between the task at hoof and her troubling thoughts over the letter. Perhaps Perseus noticed this, because he suggested a break, much to Twilight's secret relief.

As she trotted back into town, she was surprised to see a certain alicorn standing in the town square.

"Princess Luna!"

"Twilight!" As Twilight approached her, the princess asked "How has your training been going?"

"Great! Perseus says he's taught me everything he knows, so now I just have to keep practicing."

"Well, that's just wonderful!"

It occurred to Twilight that she probably should have asked Luna's advice about the letter from Celestia, but of course she hadn't known the princess would be in town that day. Hoping for affirmation that she'd made the right decision, she explained what had transpired. To her dismay, Luna showed a look of deep concern.

"The herb," she said, her mind apparently racing, "what did it look like?" Twilight described it to her.

"Oh, no…"

"What?" asked Twilight, her pulse rapidly acceleration. "What is it? What's wrong?"

"Twilight, there's no way you could have known this ahead of time…"

"Just tell me what I've done!"

Luna looked up at her with a helpless expression. "That herb grows only in the Everfree Forest."

"What?"

"That's not the worst of it," continued Luna, shaking her head. "It grows in four different varieties, each of which is native to a different part of the forest."

Twilight felt faint with fear. "So… what you're saying is…"

"…that she could find us here in a matter of minutes," finished Luna, almost whimpering.

By now, a rapidly growing crowd had formed around the conversing ponies—even larger than the usual crowd following Princess Luna. Twilight turned to face them.

"Everypony, there are no words to describe how deeply sorry I am to all of you. Believe me, I would give anything to take back what I've done, and I can't believe I fell for that"—

Mid-sentence, her jaw dropped and her gaze turned upward. It took less than a second for everypony around her to do the same, and a deathly silence seemed to fall over the entire town as ponies everywhere froze in their tracks, their collective attention focused completely skyward.

About a hundred feet in the air, soaring over Maneheart's massive clearing, was a beautiful white alicorn with a long, flowing mane of blue, teal, indigo and pink.

Princess Celestia had come.


	18. Chapter 18: The Brave Little Unicorn

Chapter 18: The Brave Little Unicorn

Pure horror chilled Twilight's heart as Princess Celestia slowly descended. Everypony fanned out, making room for her as she landed in the town square. She gazed around dispassionately at the blank-flanked ponies that surrounded her. Twilight felt as though her heart had stopped. She only just barely remembered to breathe.

"…and what is all this?" Princess Celestia finally asked as she shot a piercing gaze towards her sister. "Luna… I thought we had an agreement."

Amidst a crowd of terrified ponies, Twilight and her friends looked on with shock and apprehension: here was their princess, their tyrant, their enemy (whether they willed it or not) standing before them, her wickedness about to be laid out in the open before them for the first time.

"I remember," replied Princess Luna coolly, "and I haven't broken that agreement. The ponies who live in this town are kept far from Equestria—which means nopony there can learn about all the skeletons in your closet."

Celestia surveyed the crowd. As she noticed Twilight, causing the unicorn to flinch, her eyes widened.

"Twilight?" she said, her voice shaking. "So you are here, after all… that is… and your friends, I can't believe"—

"That's right," interrupted Luna fervently, "your prized pupil knows what you've done!"

Celestia still hadn't regained her composure. "Twilight, you have to understand—I mean, somepony as young as you shouldn't be forced to deal with such things"—

"Well, I have," said Twilight. "I saw what happened in Sustria."

Celestia gave her an intense, unbroken stare, looking right through her into her soul. Twilight resisted the nearly overpowering urge to avert her gaze.

"You know," said Celestia, visibly relaxing somewhat, "you and I both have the same problem. We know too much."

"That's right," replied Twilight. "I can hardly believe the atrocities committed in your name, but"—

"That's not what I mean. We know what will happen to us. We _know too much_." For the briefest instant, Twilight's eyes widened as a flash of understanding passed between them. Just how much did Celestia know about _her_?

Luna didn't seem to notice the unspoken exchange. "If you didn't want her to know, then maybe you shouldn't have chosen to rule this way in the first place," she spat.

Celestia narrowed her eyes at her sister. "Why have you done this? There was no need for her to know… she could've stayed perfectly content in Equestria…"

Twilight knew exactly why Princess Celestia was so upset, for she herself felt the same way: the deep bond between the two them, which had grown during the childhood years she spent in Canterlot as the princess's personal protégé, had been shattered. Celestia felt just as betrayed by Luna as Twilight did by Celestia.

"Face it, Celestia," said Luna. "You had this coming."

Celestia's expression darkened. "This is unforgivable."

"Oh? And what exactly do you intend to do?"

"The same thing I did last time."

Seconds before it happened, Twilight realized that Celestia was about to launch a magical beam at her sister. There was no time to prepare a shield, so instead, she protected the alicorn in a way so brash and foolish that it was unlikely she'd have done it if she'd had even a second more to think:

She flung herself between Luna and Celestia.

The last thing she saw was Celestia's shocked and horrified expression before her field of vision was enveloped by bright light. She felt her sense of place disappear—though she'd been in midair when the beam had hit her, there was no sensation of falling, nor of being knocked back. It might have been floating, except it didn't even feel like that—she was simply there.

She felt a rushing sensation and heard a rushing sound as the world came back to her—only it wasn't the world. As she fell to the ground more gently than she'd expected and felt a sudden, intense tightness in her chest, the sight of the barren white landscape around her and the black sky above her filled her with cold, overpowering fear.

She was on the moon.

Instinctively, she conjured some air around herself, devoutly grateful that Perseus had taught her such a useful spell. As she took a few labored breaths, her second instinct kicked in, and she resumed panicking. It seemed impossible that anypony might come to her rescue. Her mind raced as she thought of her friends, of Celestia and Luna, of the world she had just left. She desperately pictured it in her mind's eye…

The grass beneath her hooves, just moments ago…

The air all around her, not just a bubble that ended after a few feet…

(Her eyes were shut tight; her horn began to glow…)

If only she could think of some way back…

She surprised herself with the magical rush of light that met her as she tried to reopen her eyes, and she promptly shut them tightly again. She experienced the same placeless sensation as before, and as the brightness faded, the sound of Celestia's furious scream gradually became audible.

_"…could have saved her! She'll be dead by now, thanks to you!"_

There were gasps all around as Twilight appeared before the crowd.

"Twilight!" exclaimed her friends. As she looked around, dazed and confused, she frantically tried to piece together what had just happened. Celestia was lying awkwardly on the ground, fresh tears on her face, and Luna was standing over her. It appeared as though Celestia had been in the middle of casting a spell when Luna had interrupted her by knocking her over. Both were staring at Twilight, completely dumbstruck by her reappearance.

"How…?" asked Celestia, slowly rising to her hooves.

"You see?" bellowed Luna, darting a glance at her sister. "The young apprentice you lovingly raised in Canterlot is gone, just like her benevolent, kind-hearted mentor! This is the reward you reap for your centuries of cruel injustice! This is what happens when you treat your subjects like dirt beneath your hooves! Before you stands a mere unicorn who accomplished in seconds what took me, an alicorn, a thousand years!"

Twilight felt a great weight descend upon her as she contemplated the significance of her feat. _I'm more powerful than Princess Luna,_ she thought forcefully, as she tried to jog herself into some kind of action. _I might even be more powerful than Princess Celestia._

The white alicorn appeared ashen, bitter, desperate. It was just as Luna had declared: her empire, her very world was crumbling around her, and this lesser pony, this young unicorn, who had once adored and idolized her, had in an instant become the first real threat to her position of power in well over a millennium.

"It's over, big sister," stated Princess Luna, speaking more calmly now. "I think you'd better go back home and dispel Equestria's enchantments. We can all deal with the consequences together."

Twilight noticed the rage building in Celestia's features before Luna did, along with the magic building in her horn. This time, the world's most powerful unicorn was ready, and she gave Celestia a telekinetic shove, causing her blast to miss its mark by several feet and teleporting a tree, rather than an alicorn, to the moon. Celestia looked at her, shocked.

"Twilight, you don't know what you're getting into," she seethed. "You may have an unbelievable amount of magical power for a unicorn, but you're no match for me. We don't have to fight—you know that's the _last_ thing I would want. Let's just go back to Canterlot and see if we can't sort this all out."

Twilight had never seen the princess so unsettled—but, on the other hoof, she couldn't remember any moment in her own life when her nerves had felt as afire as they did just then.

"No," she said, just managing to keep her voice from shaking. "Just because you're an alicorn doesn't mean you're stronger than I am." Even as the words passed her lips, she couldn't believe she was saying them. "You're going to remove the enchantments, like Luna said."

She felt a rush of surprise and disgust as she noticed Celestia's horn glowing once again. She prepared to dodge, but of course the princess realized she'd be expecting that and teleported behind her. As a beam shot towards her, Twilight deflected it into the sky.

"We don't need to resort to violence," she urged. "Why don't we just think of some other test to find out who's stronger?"

"Because that wouldn't solve the problem," replied Celestia. "Only one of us is going to get her way, and I think you'll agree we both want it badly enough that we're willing to fight for it."

As soon as she finished speaking, she leapt into the air and flew up above Twilight. As she teleported, so did Twilight, and she reappeared just in time to see the earth give way beneath the spot where she had just stood as Celestia burst out from the soil.

The alicorn spread out her stance, planting her hooves firmly on the ground. As she prepared her next spell, Twilight saw that it was far more powerful than the one that had sent her to the moon, but also much more heavily telegraphed_. She's determined to beat me no matter what, _Twilight thought. _I can't just keep dodging._

As the beam came towards her, she stood her ground and refracted away just before it hit her, sending it harmlessly into the sky.

Twilight realized that all of the ponies around her were in danger of being hit by collateral damage. "We should go someplace where there's more space," she said, and Celestia nodded. Together, they teleported some distance away, to a clearing in the forest. It wasn't a very large clearing though, so they continued to warp around until they reached a large plain at the edge of the forest.

Celestia wasted no time. Instead of launching another ranged attack at Twilight, she set her horn ablaze with magical fire and charged at the unicorn. Twilight responded in kind by focusing energy in her horn, waiting until Celestia was right in front of her, and then releasing a burst of magic that knocked both ponies several yards back.

Twilight was the first to rise, but she hesitated to strike; then, in an instant, Celestia was on her hooves again, and in another instant, in the air. Twilight was wary of another teleportation trick, but as the princess climbed higher and higher into the sky, it became clear that she intended to use gravity to her advantage.

As she folded her wings tight and began her descent from hundreds, maybe more than a thousand feet in the air, she was soon awash with streams of magical light that trickled off behind her, to the point where she resembled a glowing meteor speeding towards the earth.

Twilight wished her heart wouldn't pound so loudly in her ears. She had more time to prepare for this attack than she had for the previous ones, but it would also be much, much stronger. She reached out telekinetically and focused as hard as she could on slowing Celestia's descent. There was a brief, terrifying moment in which she thought she would be struck, but then Celestia's downward force petered out and Twilight easily swept her aside. As she landed, her magic caused the grass around her to burst into flames, which she quickly extinguished.

Twilight teleported over to the tree-line and reached for one of the mammoth trees, yanking it upwards like a weed, creating an avalanche of dirt which she was forced to shield herself from with magic. Celestia flashed out of the way as the tree swung towards her with terrifying force and sound, sending a massive flock of birds flying for dear life.

Twilight turned towards a sound that she recognized from moments ago and saw another tree flying towards her, rushing through the air so quickly that it roared like some great beast.

She flung her own tree up, knocking aside the princess's with a crash that reverberated like a thunderclap.

Twilight felt strangely detached from reality as the two trees collided again and again, each struggling towards its pony target. The immense rushes of wind and deafening blows could have been heard for miles around, signaling to all the forest's inhabitants that the gods were trying to kill each other, and might easily destroy the world while they were at it.

Finally, Twilight brought her tree down to bear upon the middle of Celestia's, smashing it in half. As she thrust towards the alicorn from hundreds of yards away, Celestia surprised her by charging straight ahead.

Twilight's jaw dropped as Celestia immersed herself in flames, meeting the tree at its tip, splitting it down the middle, shooting through it like a fiery bullet. Twilight teleported just before she was struck and the two of them found themselves face to face, less than fifteen yards apart.

In unison, they shot identical beams at one another—by pure chance, the same idea had occurred to each of them at the same time. Each thinking to give the other chase, they hastily synchronized their teleportation spells so that they would reach the same place.

In a few seconds, they were there: floating through unearthly darkness in a shared protective bubble, Celestia floating with an unusually large moon behind her. Then, with another teleportation spell, they were somewhere else in space, perhaps a hundred thousand miles from where they had just been, and then yet another hundred thousand miles. It was impossible to tell who was leading whom. Celestia's intention, Twilight realized, was to take her so far away from the Earth that she would never be able to get back on her own.

_Well, two can play at that game_, she thought, and as the successive teleportations continued, she focused going further and further, _as far from here as possible,_ she thought, and as white light surrounded her yet again, there was a perceptible difference in the sensation. Twilight felt a jolt of fear, realizing this might mean that neither of them could get home.

The place they reappeared was not outer space—nor was it anywhere Twilight could name. All around them were what might only be described as swirling hints of color and conceptualizations of shapes. It was as though reality and measurable space flowed through and past them as matter might, never quite coalescing into anything that might remotely be described by the word "place".

_"What have you done? Where are we?"_ asked Celestia, magically speaking directly into Twilight's mind. She might have had a mouth to speak aloud with, but at the moment, the question of whether or not this was really the case seemed more philosophical than practical, and by no means answerable.

_"I took us far away,"_ replied Twilight in kind. She instinctively struggled to look around for Celestia, but of course that would have required her to define "look" and "around", tasks which immediately defeated her.

_"Do you realize what this is?"_ came Celestia's frantic response. _"It's a dimension so young it hasn't even established its own physical laws. You didn't just bring us to this place—you _created_ it!"_

Twilight was panicking even more now. It occurred to her that she might not be breathing, and that there was no knowing how much longer they could survive here—if indeed the concept of time was relevant to this dimension at all. She focused her magic as intensely as before, but this time, she thought of home—of the air that floated around her; of up, left, down, right, forwards, backwards; of her friends…

…The rush of light came as it always did, and soon all she could do was pray that this would work…

…and it did. Relief flooded Twilight as she saw the faces of her friends, then the ponies of the hidden town excitedly pointing out her appearance to one another. She experienced a brief but intense bout of dizziness as the sensation of gravity returned. As she stumbled around, she realized she was not only back on Earth, but in the exact place where her battle with Celestia had begun.

As soon as she thought of the princess, she whipped around, prepared for a surprise attack. However, Celestia was in no condition to launch such an attack; she was on her knees, her breathing labored, her eyes wide with shock at what had just transpired. Twilight realized that Celestia had drained most of her magical reserves just keeping herself alive.

"Alright," she said despairingly after several seconds. "You win."

Everypony who heard her began to cheer, and as Twilight looked around at their joyous faces, she felt a more profound sense of triumph than ever before in her life. Not only had she accomplished feats of magic that literally defied reality, but in doing so, she had forced Celestia to surrender. The tyranny, it seemed, was finally going to stop.

Distracted as she was, she sensed that something was wrong. As the ponies suddenly stopped cheering, Twilight instinctively warped to a spot several yards to her right, expecting a devious attack. As she looked around, however, she realized that the princess had completely vanished from sight.

"Well?" shouted Applejack after a few tense seconds. "What're ya waitin' for? Go after her!"

"I can't!" cried Twilight. "I was only able to follow her before because we synchronized our teleportation spells. Right now, she could be anywhere on Earth—or off of it, for that matter."

Her words seemed to deflate the assembly. "It's all right," Luna assured Twilight as they stared, dumbfounded. "You showed her that you're the stronger unicorn, and that's what matters."

"But she could be out there anywhere…" said Twilight, lowering her head with worry and shame.

Still, the townsponies congratulated her for her amazing feat as they took her inside and saw to it that she was well-fed after such an ordeal. The threat of Celestia would hang over Maneheart for some time to come, but it was now known to everypony present that by challenging her rule, Twilight had shaken the very foundations of Equestria.


	19. Chapter 19: Ever your Faithful Student

Chapter 19: Ever your Faithful Student

It was unsettling living in fear of Celestia's return, but Twilight was ready to defend Maneheart should she be called upon to do so. Even though she now knew she was stronger than Celestia, she still practiced magic harder than ever, visualizing her second victory again and again, in every way she could imagine achieving it. Now that Luna's secret was known to Celestia, there was no need for the blue alicorn to spend most of her time in Canterlot, so she would watch as Twilight performed her spells, marveling at just how far she had come. The fillies would press Twilight to tell them again and again about the parts of her battle with Celestia that had taken place away from Maneheart, and each time she would roll her eyes and retell the experience as they hung onto her every word.

…

One day, Twilight came back from her practice with Perseus to find Applejack, Fluttershy, and Rainbow Dash gathered around a table. As soon as she entered the lodge, they all looked up at her, strangely startled.

"Oh! Hey, Twilight!" greeted Applejack.

"Yeah… hi!" added Rainbow Dash.

Twilight raised an eyebrow. "What's going on?"

"Oh, nothing," replied Rainbow Dash, waving dismissively. "We were just talking about…"

"…about how great it was that you defeated Princess Celestia," finished Fluttershy.

Twilight studied her friends carefully, but they seemed disinclined to give up any secrets. _Rainbow Dash was probably calling me an egghead or something_, she thought to herself.

"…I did what I had to," she replied, trying not to sound suspicious of them, "Honestly, when I was up against her, I wasn't even sure I'd stand a chance."

"Well," said Applejack, "we're all endlessly grateful that you did stand up to her. We owe all our lives to you." The other two chimed in with their agreement.

"Anytime," said Twilight, just as her stomach started to rumble. "Oh… Right now, though, I think I'd better focus on defeating hunger."

Her friends watched her silently as she headed into the kitchen. When they were sure she was out of hearing range, Fluttershy whispered "I'm sure she wouldn't lie to us about something as important as this."

"And I'm sure," retorted Rainbow Dash, "that it doesn't add up for a unicorn to be able to defeat an alicorn. I mean, we all know Twilight's magic is strong, but how could it be that strong?"

"Alright," whispered Applejack huffily, "let's say Celestia _did_ throw the fight—why? Why would she take the trouble to come here and then just _leave_? Your lil' theory just don't make sense."

"Maybe they meant to fight at first, but couldn't go through with it. Twilight adores Celestia, and I think maybe Celestia still feels the same way about her. I mean, did you see the way she reacted after she sent Twilight to the moon? She was just as worried as the rest of us! If you ask me, those two could never get into a serious fight with each other, and that's why I don't think they did… and at the end, there, it sure looked like Twilight was letting Celestia get away."

"That don't prove"—

They fell silent again as Twilight passed through the room, taking her food upstairs so she could eat while she studied. Once she was far enough away, Applejack resumed her sentence:

"That don't prove nothin', Rainbow. I mean, if _you_ had to choose between us and the Wonderbolts, it wouldn't even be a contest, now, would it?"

"That's"—Rainbow Dash looked at the wall, blushing. "It's not the same, okay? That comparison isn't fair."

"Neither is you accusing Twilight of being a bad friend," said Fluttershy sternly. "Celestia's not who we used to think she was at all, and I think Twilight knows that. She knew she had no choice but to fight the princess."

Suddenly, Applejack remembered something. "Y'know, I can't believe I forgot somethin' so important, but there's somethin' I need to show you two." As their curiosity was piqued, the hostility vanished from their demeanors. "Just promise me y'all won't tell Twilight, you hear?"

"I promise," said Rainbow Dash, nodding.

"Me too," added Fluttershy.

Applejack walked them to the room she shared with Rarity, who was still out in town. They watched apprehensively as she looked through her bag and pulled out a bent, tattered photograph.

They both stifled gasps as they laid eyes upon it.

"You see?" said Applejack, still whispering to ensure that Twilight wouldn't hear from the next room over. "It's even worse than we thought. Rainbow, you've got to understand that Celestia isn't just bad—she's a monster, pure'n simple, and Twilight did the right thing fightin' her."

Rainbow Dash was still staring in shock at the photograph, but after short delay the words registered. "I'm sorry… I didn't know."

Applejack let out a soft grunt before taking back the photograph and putting it away. They went back downstairs as quietly as possible, all of them unable to dispel from their minds the terrible image of Celestia goring the form of a lifeless unicorn.

"We could really use a beanbag sofa in here," Rainbow Dash chuckled nervously. Fluttershy looked at her strangely, causing her ears to droop. "Just thought I'd lighten the mood."

"Thanks fer tryin', Rainbow," said Applejack, "but it'll take more than that to come to terms with the troubles that might lie in store for us."

"You mean Celestia coming back?" asked Rainbow Dash. "We've got Twilight for that—and I was wrong not to trust her, by the way."

"I'm not worried 'bout what she'll do to us," said Applejack, "so much as what she's been doin' to those ponies back in Equestria. It's probably still goin' on right now, and there's nothin' we can do about it."

"Well… we could tell Twilight," suggested Rainbow Dash. "I'm sure she could put a stop to it."

"Agreed," said Applejack. "We should tell her first thing in the morning."

…

That night, Twilight was just about to drift off into sleep when she was startled by Pinkie Pie's voice.

"Twilight?"

"Yes, Pinkie?"

"I'm… kinda worried about Mr. and Mrs. Cake."

"Oh… well, now that Celestia knows we're here, there's no need for her to interrogate anypony, so I don't see why she would hurt them."

"But what if she already _did_?"

Twilight was at a loss. "…I don't know," she said softly.

A few seconds passed in somber silence. Then, Pinkie Pie asked:

"Twilight? What do you think happens when we die?"

The question startled her. "Well… if we're lucky, our loved ones give us a funeral and bury us, and then we decompose in the ground and the compounds in our bodies return to the ecosystem."

"But what about, you know, _us_? What actually happens to _us_?"

"You mean to our minds?"

"Yeah, those things."

Twilight was silent for a moment. "They just stop working. Brain activity ceases completely at death. There's no more us to do the thinking at that point."

There was a long silence. Then, Pinkie Pie said softly, "Okay. Thanks for telling me what you think, Twilight."

Twilight marveled at how serious Pinkie Pie had become during the course of this adventure. "Pinkie, there's something I need to tell you, too… something that's been bothering me."

"Sure, Twilight. Anything."

Twilight took a deep breath. "When Princess Luna gave me that magical telescope, I thought I'd only be discovering small, specific things: you know, stars and comets and whatnot. But it occurred to me that with so much information about the universe and new ways to measure it through magic, I might be able to understand more about the motion of galaxies. I started recording my findings in a more thorough, organized way than ever before, and trying to find some grand, overarching pattern. To make a long story short, after a couple of weeks, I found one."

"During my studies in Canterlot, I was taught that the size of the universe fluctuates, but stays fairly steady—a sort of 'breathe in, breathe out' motion that takes a massive amount of time to repeat itself, like the orbits of planets. Over centuries, scientists have gathered enough information to write equations that model this process. With this new telescope, however, I gathered data which contradicted the model I'd been taught: the universe isn't staying steady. It's expanding uncontrollably."

"I don't understand," said Pinkie Pie. "Why would that bother you?"

"Because it means that as stars die and new stars are born, all of the matter in the universe will follow a trend of moving outward faster and faster—the science behind it is complicated, but the bottom line is that all life in the universe will eventually die out. Our own sun, which sustains all life on Earth, has a few more billion years of life left, so we have plenty of time to find a way to travel through space—hay, I've already done it myself. The problem is, we can only run away from dying suns for so long before we run out."

"But, Twilight, if the sun's going to be around for _billions_ of years, what does it matter? We'll be long gone by then!"

"Exactly! That part upsets me, too! I've always believed one the most important things we can do while we're alive is to help make the world better for the next generation, and the generation after that, and so on but if those generations are doomed to just run out, then it's hopeless!"

Twilight couldn't see it in the darkness, but Pinkie Pie's jaw dropped. "That's it!"

"That's what?"

"That's what my Pinkie sense was trying to warn me about back in Sustria! It wasn't that something bad was _about_ to happen… it was already happening, and you were just about to realize it, and… wow, Twilight, I'm really sorry—I mean, it's heartbreaking to see you having to deal with something like this, but I really don't know what to say to make you feel better, because I know you're a lot smarter than me and understand this stuff much better than I do, so"—

"Thanks, Pinkie. Your concern means a lot to me… unfortunately, I think I'll just have to find a way to deal with this on my own."

"Right… but you know, if it helps at all, you can _always_ talk to me, or Applejack, or Rainbow Dash, or whoever. You know that, right?"

"Of course. Why wouldn't I be able to count on my friends?"

…

As the night wore on, however, Twilight left a number of her troubling thoughts unsaid. She thought of carnivores; of the great storms that decimated helpless villages; of Sustria and the cruel ways that the pigs treated other living beings; and, above all, she thought longingly of those wonderfully innocent days back in Canterlot, when she had known Celestia as a wonderful, caring teacher and the world as a wondrous, joy-filled place where the sanctity of life was always meticulously protected…

"Spike, wake up. I've got a letter for you to send."

He looked around groggily at the still-dark lobby of the lodge. (He'd fallen asleep next to the fireplace.) Twilight was standing over him, levitating a rolled-up scroll in front of his face.

"Twilight, it's way too early…"

"Come on, just send it now, before anypony wakes up!"

He looked at her quizzically, but said nothing and did as he was told. As the green smoke vanished out the window, Twilight slipped out the door.

"Wait, where are you going?" he asked as he chased after her.

"To Canterlot," she said uncomfortably. She wasn't sure how Spike would react to what she was about to do.

"Oh, right!" exclaimed Spike. "We're bringing the fight to them, huh? Gonna bring down the royal establishment?"

"Not exactly…"

He cocked his head to the side. "Then what?"

Twilight sighed. "Look… it's kind of complicated, but the gist of it is that I'm going to do something that I really don't think the others will agree with, but I'm convinced it's the right thing to do, and I feel like there's no time to waste waiting here or trying to convince them. What I want to know is, are you willing to come with me, and stay by my side, even if it means leaving behind everypony else? Because if not—and I hate to say this to you, because you're a wonderful assistant and I love you, I really do—but if not, you'll have to stay here."

He stared at her, seeing for the first time the seriousness of the situation and the extent of her resolve. "I wish you could tell me exactly what it is you're up to… but if there's no time and I have to choose right now, then I choose…" He closed his eyes and took a deep breath. "…I choose you, Twilight."

"Thank you, Spike. That means the world to me. Now, hop on my back."

As he did, she took one last behind her at the lodge where all of her best friends were sleeping. Then, before she could change her mind, she closed her eyes, focused her magic, and teleported away, leaving nothing behind but a rapidly fading flash of light.

…

In Canterlot, Princess Celestia was rudely awoken by something landing on her head. She sprang up and lit her horn, thinking immediately of an assassin. Looking around, however, she _noticed a scroll balanced precariously on the edge of her bed. She opened it and read: _

_Dear Princess Celestia,_

_ They say that power corrupts, and that absolute power corrupts absolutely, but I don't think that's what happened to you. I think that as the ruler of Equestria, you had just enough power to realize how helpless you truly were in the grand scheme of things. You did what you did in order to give the ponies of Equestria something you yourself could never truly have: hope. I understand now that you're just as afraid and desperate as anyone else in this cold, dying universe, this beautiful, terrible universe. By making Equestria into isolated, protected bubble of hope in this hopeless world, you meant to save everypony from the awful truth. You were right when you said that we were the same, that we both know too much. I know just as well as you the crippling, unending fear of dying, the absolute terror inherent being alive at all. I know what you have been through, Princess Celestia, and I have come to understand the same despair you have known for centuries. _

_I think I'm ready to forgive you. _

_Still your faithful student,_

_ -Twilight Sparkle_

By the time she reached the end of the letter, Celestia's eyes were brimming with tears. She felt a jolt as she heard hoofsteps approaching her from the dark hallways of the castle. Slowly, almost silently, the door opened, revealing the unicorn standing outside.

"Twilight?"

"Sorry to come at such a horrible hour," she said as she stepped into the room. Spike hopped off her back and held back, watching the two ponies from the doorway.

"Not at all… I…" she trailed off.

Celestia rose to her hooves and they began taking agonizingly slow steps towards each other.

"I never wanted any of this," said Celestia, fighting tears and losing. "I just"—

"It's alright, Princess," said Twilight softly. "I know."

They stopped less than a foot from each other, and looked each other in the eyes uncertainly for a few seconds before surging together in a close embrace. They both cried openly now, and as Celestia pulled Twilight in close, it was as though nothing had ever changed, and she was the princess's faithful student once again, and everything in the world was perfect and right.


	20. Chapter 20: Equestria's Darkest Secret

Chapter 20: Equestria's Darkest Secret

Fluttershy tried to remember her dream as she walked downstairs. She was perplexed by the sight of a note left on the table—after all, she was certain she'd been the first to wake.

Reading it with growing distress, she called out to Rainbow Dash, who was still snoring upstairs. She dashed back to their room and attempted to wake the sleeping pegasus, but of course she didn't want to startle her too much, so she whispered gently as she lightly tapped Rainbow Dash's shoulder.

"Mmph," she grunted, and rolled over without waking up.

"Please, Rainbow Dash, this is important," urged Fluttershy. "You have to wake up… please…"

"Yeah," she mumbled in her sleep. "I _should_ get paid for that."

Fluttershy blinked with confusion. "Paid for what?"

"For being _awesome_."

Fluttershy sighed. "This is important! Twilight's gone, and"—

Rainbow Dash bolted upright, eyes wide open. "She's gone? Gone where?"

"Finally!" said Fluttershy, relieved. "She left a note. Come downstairs, and I'll show you."

As they stepped out into the hallway, they ran into Applejack.

"Whoa, Nelly! What's all the commotion about?"

"Twilight ran away!" shouted the two pegasus ponies in unison.

The noise woke up Rarity, and before long all five ponies were gathered around the table, reading the note Twilight had left them. It read:

_Everypony, though it pains me deeply to leave you all, I feel that the best thing I can do right now is to go back to Canterlot, where I hope to meet Princess Celestia. However, there is something I must confess about my intentions: I don't plan to remove the enchantments. _

_ One thing I've realized during the course of our adventure is that, for all of the covert atrocities that belie Equestria's peaceful appearance, most of our country really is a paradise. Once I convince the princess to leave Sustria alone, there will be no war; as long as the enchantments hold there will be no starvation, no disease, and no natural disasters; and as far as we know, pony-on-pony violence is almost nonexistent. Life may not be perfect in Equestria, but I can't imagine anyplace else in the world where it's better. All the ponies who live there will be best served if they continue to live the carefree, innocent lives that we once knew, and I'm going to see to it that they do._

_ I want you to know that I still think of you all as my closest friends, and that I am deeply sorry to have to do this. Maybe someday, if we can come to an agreement on the issue of the enchantments, or if we can agree to disagree, I can convince Celestia to let you all back into Equestria. Until then, I'm afraid I can't make any promises. Your friend,_

_ -Twilight Sparkle_

Rainbow Dash thumped her hoof on the table, causing everypony to jump. "I _was_ right! Twilight _did_ betray us!"

"I can't believe this," said Rarity, shaking her head. "How could she?"

"I didn't think it was possible," said Applejack darkly, "but it does look an awful lot like she's chosen Celestia over us."

"We should tell Princess Luna about this," stated Pinkie Pie, and so they all dashed off to look for her.

Fortunately, they were able to find her without much trouble, helping erect a new house for migrant ponies. Once they had her attention, they showed her the note Twilight had left.

"This is grave news indeed," she sighed, hanging her head low. "Without Twilight, there isn't anypony strong enough to defend us if Celestia returns."

"It's all my fault," despaired Applejack. "I should've shown Twilight that picture sooner…"

"If you're to blame, then so am I," added Rarity.

"And me even _more_," said Pinkie, her ears drooping. "Twilight was talking to me about that stuff just last night."

They all whipped their heads around to look at her, so she explained: "She said… she said she was upset because she found out the universe wouldn't last forever, like it would die out in a million billion years, or something. I told her she could talk to me or any of you about anything, but then she told me she had to work it out on her own… oh, I should have tried harder to cheer her up! I'm so sorry, everypony." There was no question her apology was sincere, as her hair had turned completely straight while she was speaking.

"I feel responsible, as well," said Luna, "since I was the one who gave her that telescope… On top of that, I never finished telling you all the story of Equestria's past, which no doubt would have affected Twilight's decision tremendously."

"Perhaps you could tell us now," offered Rarity. "It may shed some light on exactly what Twilight might be doing on in Canterlot right now."

Luna took a deep breath. "Very well. As I explained before, my sister and I inherited Equestria at a terrible cost: the deaths of parents and our brother. Because we alicorns live such long lives, we mourn accordingly longer than lesser ponies, and decades passed before Celestia and I were prepared to take charge of the scattered pony factions. Over many years, through our leadership and our magic, we built up a utopia."

"It wasn't enough for Celestia, however—I could tell that she lamented every death she learned of: every murder, every terminal illness, every accident, every suicide. It disturbed her to no end that, in spite of our every effort, ponies everywhere were having their already-short lives snuffed out before their time. Even in this wonderful nation we had created through our strife, there were still inevitable pockets of misery and despair. I think, perhaps, that in every dying pony, she saw an image of herself. It was then that she had the idea of creating the magical enchantments…"

…

_ Luna walked around the circle of magical runes that Celestia had carved in the smooth stone floor. "It's pretty impressive," she observed. "You said it will protect the ponies from dragons?"_

_ "Not just dragons," said Celestia, leaning down to inspect for mistakes in a triangular rune. "It'll keep out hydras, cockatrices, manticores… any wild creature strong enough to overpower a pony, really. Of course, I guess something really massive could get through, but we should be able to handle exceptional cases like that…"_

_ "What's this part for?" She indicated a particularly complex cluster of runes._

_ "To fend off illness. I've noticed a worrying number of diseases ponies have no non-magical cure for, but this should ensure that they won't get seriously sick in the first place."_

_ Luna smiled gently. "Looks like you've really got this whole death thing taken care of."_

_ "It's not just about protecting them from death. I'm going to affirm life. I'm going to make death into something small, obscure, weak, broken up into its individual components. They'll have no reason to be afraid."_

_ Luna watched Celestia in a new light as she made minor, painstaking adjustments to her work. "Don't take this too far, alright?"_

_ Celestia looked up. "Luna, lives are at stake. What could you possibly consider 'too far?'"_

_ Luna said nothing, so Celestia turned back to her work. "You know, with fewer natural predators, the animals they prey on will become severely overpopulated… maybe we should encourage ponies to handle their breeding."_

_ "You mean for all of them?" "_

_ "Rabbits, birds, squirrels… anything small and inoffensive that they'll enjoy caring for."_

_ "Isn't that a bit excessive?"_

_ "Well, we'll have to control their populations somehow, and it would be better than hunting them. Can you imagine teams of ponies chasing and killing rabbits, as if for sport? No, this way is better. Besides, it'll teach them that all life is precious. What's wrong with that?"_

_ In the light cast by their horns, Luna studied her sister's face very carefully, seeing for the first time behind those ageless eyes a hint of how old she'd truly grown, the depths of pain and sadness she'd known._

_ "Nothing, I suppose."_

_ "_For a time, these enchantments would protect every single pony in our domain from harm. We reached a point where nearly all deaths in Equestria came from old age, and so ponies everywhere had ample opportunity to make peace with their lives and their place in the world before they passed. It was around this time that Celestia had the idea of cutie marks… "

_ Celestia let out a soft sigh as she passed by the room, so Luna stopped brushing her hair and turned around._

_ "Something's wrong?"_

_ Celestia took a few steps back so she could see her sister. "The enchantments have been in place for a while now, but they haven't affected ponies in quite the way I thought they would."_

_ "And what way was that?"_

_ "I don't know… but so many of them are just idling aimlessly. They have enough food, good houses, and they're safer from harm than I think any creatures have ever been, but so many of them aren't enjoying life."_

_ "Well, that hardly seems like something you can make them do."_

_ Celestia waved dismissively. "I'm not trying to make them, I'm trying to help them by giving them what they need to be happy."_

_ "Isn't it unavoidable that some ponies will always be unhappy?"_

_ "Why should it be? We have all the magic we could ever need for any task, so why shouldn't we able to solve this problem?"_

_ Luna put a hoof on her sister's shoulder. "Not everypony is lucky enough to find purpose and meaning in their lives—that's just the way it is. You can't force them to, you can't trick them, and you can't just magic the problem away. Just let it go."_

_ Her words had the opposite effect she'd intended: Celestia's eyes lit up, and a smile spread across her face as an idea spread across her mind._

_ "What would you say is our purpose, Luna?" she asked after a few seconds._

_ "I don't know… ruling, I suppose."_

_ "No… that won't do. Think more specific, more concrete."_

_ "Well, we keep things running smoothly by helping with construction, and we help settle major disputes, and fight the occasional monster…"_

_ "Yes, yes, keep going."_

_ "…and you raise the sun every morning, and I raise the moon…"_

_ Celestia stomped her hoof in excitement, making Luna flinch. "That's it! Here, turn around and let me see your flank."_

_ "Um…"_

_ "Just do it. I want to test my idea—it won't hurt, I promise."_

_ Luna acquiesced, and a few seconds later she noticed light shining from her flank. "Hold still," instructed Celestia as she tried to twist around to see what was happening, and a moment later the image of a crescent moon had appeared upon her flank._

_ "I don't understand."_

_ "It's a mark that represents your purpose, what you're best at, what drives you. Think of it as a concrete symbol of meaning in your life."_

_ Luna twisted around for a few more seconds before simply walking over to her mirror to examine the mark. "It's lovely," she said honestly, "and I suppose it could be a nice reminder that I'm making a difference in ponies' lives."_

_ While she wasn't looking, Celestia pointed her horn at her own flank, producing a sun-shaped mark. "This is it," she announced with relish, "the last ingredient missing from the perfect society."_

…

"As I mentioned before, she offered the marks as gifts to everypony, giving them a tangible sign that every one of their lives had meaning and worth in the hopes that they would use their time in this world to the fullest."

"I have mentioned this part of the story before, but to my deepest regret, I left out something vital, which I will explain momentarily. Not long after we created cutie marks, Celestia's enchantments began to weaken. Equestria's cities were growing too large, and every expansion of our borders put more strain on the magic we used to keep everypony safe. On one terrible day, the enchantments broke, leading to widespread death and suffering. We tried to deal with the consequences in more direct ways—dispelling storms, healing individual ponies that were sick or injured, and so on—but still, many lives were lost. Celestia was devastated, and against my council, she restored all the enchantments, along with adding new ones to facilitate the creation of cutie marks."

"I was afraid that the enchantments would break again, but to my surprise, they held. I asked Celestia how she was maintaining them, and she said simply that she had grown stronger. She didn't seem any stronger to me, so I began following her around, hoping to learn what secrets she might be keeping from me. What I discovered was worse than I could ever have imagined..."

…

_Luna watched from the balcony as Celestia led the newest member of the royal court through the courtyard below, explaining what her duties would entail. It struck her as odd that she had invited this unicorn with no connection to nobility to join their ranks, so she began following them._

_ This became difficult as they entered the castle, but Luna kept her distance and tread softly through the hallways. As they descended, the bright light shining through stained-glass windows turned to torchlight, which a few hundred yards further was replaced only by a gentle glow from Celestia's horn._

_ "I should warn you," said Celestia, her voice echoing until it sounded right next to Luna, "though the pay of your position is quite good, the hours are also very long, and it will be necessary for you to remain in the castle almost at all times. Do you have family back home?"_

_ Luna was puzzled. If this pony wasn't from Canterlot, then where was she from? What interest did Celestia have in her?_

_ "Yes… I was hoping I'd be able to visit them from time to time."_

_ "It may be necessary for you to simply write to them instead. Does that sound acceptable?"_

_ "I… well…"_

_ "If necessary, I'm sure I can arrange the occasional visit, but you shouldn't plan on seeing them regularly."_

_ The unicorn swallowed. "Alright." Satisfied, Celestia picked up her pace somewhat, walking unusually quickly, as though she were thinking about galloping._

_ Within a few minutes, they had descended a long stairway into a spacious, round room, with Luna creeping behind them and slipping into a blind spot next to the arched doorway._

_ "What exactly are we here for?" asked the unicorn, her voice betraying her nervousness._

_ "There's some important magic I need to perform. Please, if you will, stand over here."_

_ Luna noticed with alarm that Celestia had recently added several new runes near the center without her knowledge. Just as she was trying to discern their meaning, a sharp scream shot through the chamber, and she leapt out into the horn-light._

_ The unicorn was pinned to the center of the circle, and before Luna could act, a brutal, concentrated blast of magic had shot from Celestia's horn, crushing her throat. There was no time to gape at the sight of the pitiful, broken creature that lay before her, for Celestia was glaring at her in a guilty, flustered rage._

_ As trickles of magic flowed out of the unicorn's body and into the runes in the ground, Luna felt sick as she realized how Celestia had been fueling the enchantments._

_ "Really, Celestia? This was your grand plan?"_

_ "Luna, I didn't expect you to understand. I"—_

_ "Well of course you didn't! How could anypony ever understand what you've just done?"_

_ For the first time, Luna saw the intense desperation in her sister's eyes, the mortal weakness. "You don't realize how great the power of sacrifice is—in taking this one life, I've gained enough energy to save so many more."_

_ "Why not just save lives directly?" asked Luna. "Why not help ponies help themselves?" Her eyes kept wandering to the body on the ground, the coat matted with blood and the eyes frozen in a terrified, pleading, questioning expression._

_ "We tried that. When I said cutie marks were the last thing missing from a utopia, I was wrong. This is what was missing."_

_ "And what kind of utopia involves regular sacrifice? You can't expect me to stand for this."_

_ Celestia took a step towards her, but she stood her ground. "Oh? And just what are you going to do?"_

_ "I'm going to tell them what I saw." Luna tried to teleport away, but Celestia was too fast for her, and soon the two sisters had appeared hundreds of feet above Canterlot, weaving through the airs. Luna knew she couldn't win against Celestia, but she had no choice other than to try. As she swerved through the air, struggling to get her bearings, something intensely hot and bright grazed her wings, which she was soon flapping frantically as she tipped sickeningly forward and the ground rushed up to meet her. Then, in a flash, that ground was gone, and she found herself standing somewhere strange and new, staring out across a barren, white, alien landscape against a horizon of blackest night._

_ "Do you know where we are, Luna? It's a place you should know quite well, though you've never been." There was some sort of protective sphere around them, and Luna realized it was filled with air._

_ "Please"—she turned to face her sister—"I'm sorry I reacted the way I did, you were right, I shouldn't have challenged you…"_

_ "Don't lie to me, Luna," she spat coldly. "If I bring you back, you'll seize the first opportunity to destroy everything I've worked so hard to create. You have all the magic you'll need to survive up here, but I'm afraid you can't come home for a very long time."_

_ "But I'm your sister…"_

_ Celestia turned away. "This is the price of a perfect world, sister. Goodbye."_

…

"As the years went by, I realized just how serious she had been about keeping me here forever. With nothing else to do, I dwelled on bitter thoughts of what I knew she must be doing down on Earth, the horrors she was inflicting on her subjects, which were just as rightly mine. Dark feeling of vengeance gradually overwhelmed my heart, and after a thousand years I'd focused my magic enough to"—

"I think we know this part," interrupted Rainbow Dash.

"Well… yes, I suppose you do."

"Wait," said Pinkie Pie. "You turned into Nightmare Moon and tried to cover the land in eternal night… what does _that_ have to do with Celestia's secrets?"

Luna sighed. "I was blinded by my thirst for vengeance. After a thousand years of brooding, I felt as though I was the one and only rightful ruler of Equestria, so with a surprise attack, I sent Celestia to the moon and used some of my magic to temporarily prevent her from returning. Though it was completely unjustified, I then turned my anger towards the ponies of Equestria, for enjoying their carefree lives in a utopia supported by magic that others had suffered and died to provide. I was actually quite relieved when you all restored me to my senses and my sister returned."

"It was strange, though—while she was desperate to keep me from revealing her secret, I think she may have genuinely missed me while I was gone—and I think, perhaps, I missed her, too. Nevertheless, I was determined to put a stop to what she was doing, and so I set up this town of Maneheart in the hopes that I might someday find a way to set Equestria free… and now, my subjects and friends, I have no more secrets left."

As the gravity of her story sank in, they all realized just how dire the situation was.

"Well, we can't let Twilight stay in Canterlot—not with Celestia killing ponies!" said Pinkie Pie.

"I was thinking the same thing," said Luna. "There may yet be hope if we can sneak into the castle and find a way to change Twilight's mind. I must warn you, though, it will be extremely dangerous…"

"Danger, nothin'!" shouted Applejack. "We'll do anythin' to save Twilight, won't we?" The rest of them nodded fervently, and Rarity added:

"Don't worry about convincing Twilight—we have something that I'm sure she'll be swayed by."

"I hope you're right," sighed Luna. "We should all prepare to leave as soon as possible."

With that, the five ponies galloped off, back towards the lodge, where Pinkie Pie grabbed the photograph. The fillies were still asleep, and it pained Applejack and Rarity to think of leaving them when there was a significant risk that they would never come back—but they trusted the ponies of Maneheart to take good care of them, and the task that lay before them was something far greater than themselves. Finally, they returned to Luna.

"We're ready," said Rainbow Dash. The rest nodded.

With that, Luna's horn began to glow, and all of them teleported away, towards Canterlot and their destiny.


	21. Chapter 21: Canterlot

Chapter 21: Canterlot

_Celestia paced back and forth in her room, thinking of her sister. It had to be this way, she decided… letting her roam free would threaten everything she had struggled to achieve. Yet, in the back her mind, she knew she had dug herself too deep, and accumulated an insurmountable debt to the omnipotent, ever-present specter that had haunted both her and Twilight for most of their respective lives._

_ "What's wrong?" asked Twilight as she stepped inside._

_ Celestia sighed. "I guess you could say I've got a lot of skeletons in my closet."_

_ "Don't worry, Princess, I underst"—_

_ "No, you don't. I've been killing them, Twilight, bringing my own subjects to a dark place that the sun never touches and striking them down in their prime, and it never gets any easier." As she spoke, drips of blood began to fall from the ceiling, staining her bed sheets. "I can't wait until they're old and near death anyway, because that hardly releases any magic. I can't give them painless poisons, because in order for the magic to flow they have to leave this life suddenly, violently. I've tried stomping them and goring them and burning them alive and it's all so horrible..."_

_ The floor became transparent, and Twilight scrambled backwards as she saw thousands of desiccated corpses piled up beneath her hooves, deeper than she could see. Their hollow sockets seemed to echo the pain and fear they'd known in their final moments, and their bodies were pale and emaciated, their coats either patchy and thin or entirely absent, their expressions pained and pleading. Twilight looked up again as her backside bumped against the wall._

_ "I keep them down there because I can never forgive myself, nor do I want to. What I do is horrible, and I refuse to let myself forget how many I've killed." She took a deep breath and exhaled cold, liquid death which spilled out across the floor, sinking into the tiny cracks. "It's going to end soon, though, and all because of you. After centuries of waiting, I now have a way to put a stop to all of the killing and lying."_

_ "Me?" asked Twilight, secretly wishing the door hadn't melted into a pool of boiling blood. "What are you going to do with me?" _

_ "It's no use telling you," sighed Celestia. "You'll never agree to it. You won't even remember it. You never remember your dreams."_

_ The words stung. "I will this time," Twilight assured her. "I won't let you down. Just tell me, please."_

_ Celestia smiled weakly. "It will only hurt you to know what I'm going to do. You're better off remaining ignorant right up until the final moment."_

_ "Ignorant of what? Princess, I…"_

…

Twilight gradually awoke from her too-brief slumber, experiencing a second or two of disorientation from the strange room she was in. Then, as she became fully awake, she recalled the events of the previous night just as she recognized the room as the one she'd had for years as a filly. The bed's too small for me now, she observed with a strange sadness. When she spotted Spike sleeping in his old bed, she knew right away that it wouldn't be right to wake him.

Walking down the stairs of her tower, she was surprised to see a meal prepared for her in her dining room—oatmeal, to be exact. She sniffed it cautiously before taking a small bite and waiting for some sign of ill effects. When none came after a couple minutes, she resumed eating, and pondered the strangeness of the day that lay ahead.

As she navigated Canterlot, some ponies gave her strange looks, but none spoke to her. She managed to track down Celestia as she was passing between two wings of the castle and trotted up alongside her.

"Good morning, Princess."

"Good morning to you, too, Twilight."

It seemed to her the most bizarre thing in the world that after all of her adventures, up to and including her fight against Celestia, she should be here exchanging pleasantries with her old mentor. _I could almost believe it was all just a dream_, she thought.

"Twilight," said Celestia after a short silence, "I'm reinforcing some of the enchantments around the castle. Would you care to help?"

"I'd be happy to."

They traveled to several key location around the castle, with Celestia teleporting them, then walking around slowly, sensing for the enchantments with her horn.

As Twilight channeled her magic into the ley-lines (which served as invisible conduits) around the castle, she noticed something odd: in addition to leading to an invisible dome over Canterlot, they also led to a central point somewhere deep inside the castle. Furthermore, the spells the princess told her to perform seemed to strengthen the ley-lines themselves, rather than the enchantments. She could make nothing definite of this realization, though, so she carried on as instructed.

"I'm worried about my friends," confessed Twilight. "I didn't warn them that I was coming here, and I don't think I could ever convince them I'm doing the right thing."

"Well," replied Celestia, "you have plenty of time to work out some sort of agreement with them. They care very deeply about you, and I'm sure they'll understand if you approach them about it the right way."

"Maybe…" said Twilight doubtfully. Then, she remembered something important. "Princess, is the war in Sustria still ongoing?"

"It's… complicated." Princess Celestia closed her eyes for a moment as she energized a ley-line. Then, she explained: "Some of the Wonderbolts don't want to stop until Sustria is completely under Equestrian control, and I suspect they may still be attacking the pigs behind my back. The rest of them argue that there has been enough bloodshed, and I agree—the entire goal of the war was to reduce communication between pigs and ponies to a minimum, and, for better or worse, we've certainly achieved this."

There was another pause as Twilight took her turn with a ley-line. Once she had finished, she looked up at Celestia and said "I think it's wonderful how you've made Equestria into a utopia. I didn't realize it before, but this really is the best way for things to be."

Celestia smiled softly at her. "I'm glad you think so, Twilight."

…

Meanwhile, Luna and the others were sneaking through rarely-used hallways of the castle, alert for the sound of hoofsteps. It was slow going, because they couldn't pass through any of the crowded parts of the castle, which meant they had to take a roundabout, winding path.

"How close are we?" whispered Pinkie.

"It depends," said Luna. "I'm not sure where Twilight is, so we'll just have to be thorough."

They entered an extremely wide, long hallway that looked as though it hadn't been used in several decades. There were cobwebs and dust everywhere, layered over a long red carpet and stone walls adorned with elaborate tapestries, along with the chandeliers that hung from the high, arched ceiling. It seemed as though the place been abandoned simply due to its inconvenient location in the castle's labyrinthine bowels.

"Maybe we should split up," suggested Applejack. "That way, we stand a better chance of findin' Twilight before Celestia can do anythin' to hurt her."

"Maybe," said Luna, "but I think all of you should stay together. I'll teleport around to look for Twilight on my own, but please, be careful."

They agreed that they would, and she blinked out of sight. Just as they began to take another step forward, however, the doors at the far end of the hallway opened.

"Hey, look! Someone was sneaking around the castle!"

In front of them, nearly a hundred feet away, stood Blizzard and Misty of the Wonderbolts.

"Stay back!" shouted Applejack. "We ain't afraid of you!"

They looked at each other for a moment, and then laughed. "I suppose you wouldn't be," Misty called out mockingly. "You do seem to have us outnumbered, don't you?"

"Wait," said Blizzard, turning towards Misty. "Aren't those the same ponies we were supposed to track down?"

Misty squinted at them. "Hey, yeah! They are! Well, isn't this convenient…"

Their cocky attitudes infuriated Rainbow Dash. "How dare you two stand there, looking so smug?" she bellowed. "Do you even care about all those pigs you killed in Sustria?"

The two of them began taking languishing steps forward. "A job's a job," shrugged Misty. "Those pigs aren't exactly saints, either, y'know. If anything, I'd say we did them a favor. Their lives have always been miserable, filthy and short—we just made them a little bit shorter."

Even as Rainbow Dash's fury threatened to master her, she rapidly analyzed the situation: on the bright side, they were indoors, so the Wonderbolts wouldn't be able to employ any weather-based attacks against them. On the downside, they still had plenty of room to fly around.

The Wonderbolts continued their measured advance—seeing that their prey wasn't about to flee, they knew there was no need to rush. Once they had closed about half of the distance, however, they leapt into the air in unison and barreled towards the ponies with terrifying speed.

Applejack and Fluttershy just barely managed to jump out of the way in time, and the Wonderbolts skidded past them. Misty was the first to turn around, and Rainbow Dash leapt through the air towards her. There was a brief tangle between them as she struggled to pin the Wonderbolt to the ground, but Misty must have been well-trained in close combat, because before Rainbow Dash could lay a hoof on her opponent she felt a winding blow smash into her side.

As she was knocked to the ground, however, Rarity and Pinkie Pie leapt towards Misty while Blizzard flew over all of them, landing on the other side where Fluttershy and Applejack were waiting. Rainbow Dash quickly struggled to her hooves again just as Misty leapt backwards to avoid getting kicked. Rainbow Dash pounced on her, however, and soon she, Pinkie Pie and Rarity had the Wonderbolt pinned. It was then that they realized they had no idea what to do with her.

Behind them, Fluttershy and Applejack still struggled against Blizzard, who repeatedly slipped out of their grasp while wearing them down with sharp jabs. "How 'bout a lil' help here?" shouted Applejack, her momentary distraction earning her a painful kick to the shin.

"You hear that?" Misty hissed, smirking at Rainbow Dash, who was the closet to her face. "Your friends can't take Blizzard by themselves. Your only option is to put me out of commission. Go on, let's see you do it."

Rainbow Dash's mind was racing furiously—she knew she had to act fast, or else she and her friends would face whatever fate the Wonderbolts had in store for them. Knowing there was no time to waste, she shouted "Break her wings!"

The smile vanished from Misty's face. "You can't be seri—ARGH!"

She roared in pain as Rainbow Dash stamped down hard on her wing joint. Rarity and Pinkie Pie watched in shock, jaws agape, almost losing their grip on the thrashing Wonderbolt.

"Come on!" snarled Rainbow Dash through gritted teeth. "We have to do something! It's them or us!"

Both of them were too confused to fully assess the situation, so they simply followed their friend's example and started pummeling Misty's wings, causing her to scream even louder.

Blizzard glanced over at his cohort with alarm, but there was no time to rush to her aid—Applejack and Fluttershy were still furiously lunging at him, so he leapt into the air and flew up, out of their reach.

Without taking their eyes off him, they ran over to Misty, who was now letting out strained laughter, interspersed with choking sobs.

"You've got a stronger will than I thought, kid," she said to Rainbow Dash. "Not many ponies your age are so decisive."

Rainbow narrowed her eyes in disgust. "Alright," she barked to the others authoritatively, "now let's get Blizzard."

As they leapt away from Misty, she immediately tried to stand up, but found that her shattered wings made it nearly impossible to balance without experiencing excruciating pain. "Blizzard!" she shouted urgently. "Whatever you do, don't let them catch you! Stall for time!"

He complied, staying near the ceiling where he was well out of their reach. Rainbow Dash narrowed her eyes at him. She spent a couple seconds wondering why the Wonderbolts wanted to stall for time before approaching hoofsteps from behind answered her question.

It seemed that sizable portion of the flying team must have been patrolling the castle, because two more Wonderbolts had now arrived: Blast and Tyco.

"Thank Celestia!" cried Misty. "How about lending a hoof?"

The two newcomers didn't waste a second. In one fluid motion, they took off and flew up alongside Blizzard before the three Wonderbolts all swooped down towards Rainbow Dash.

She tried to dodge, but they cut her off and lifted her into the air before her friends could help. As they carried the struggling pegasus pony back down the hallway, the other four galloped after them, but the Wonderbolts were through the door before they had even made it halfway. They took one last backwards glance at the limping Misty before charging onward, intent on saving their friend.

…

At that very moment, Twilight and Celestia were just finishing their work on the enchantments. Celestia seemed for a moment to be looking over at something in some nearby gardens, but just as Twilight tried to follow her gaze she looked away again.

"That's the last one," announced the princess. "Twilight, you've been very helpful today. Now, if you'll excuse me, I have royal business to attend to. You should find lunch waiting for you in your tower."

Twilight was surprised that it could be lunchtime already, but she bid Celestia farewell and teleported away.

In the shadows of the nearby garden, a magically concealed Luna frantically racked her brain trying to remember exactly where Twilight's tower was located. Her thinking was interrupted, however, as her sister appeared in front of her in a flash of light.

"Luna, Luna," she chided. "You should really have known better. I would have recognized your shadow-crawling anywhere."

Princess Luna was terrified, but she was determined not to show it. She revealed herself, stepping out into the sunlight with a look of contempt on her face. "You know what?" she asked. "I've obviously been a thorn in your side for far too long now. Why don't you just kill me and be done with it?"

"I could never kill my own sister," Celestia said softly.

"Oh, so hundreds of your subjects are just fine to kill, but not your own flesh and blood, is that it? I thought you did whatever you had to for the 'greater good,' as you like to call it."

"All I have to do," said Celestia slowly and evenly, "is send you away for a little while." Seeing a look of horror cross Luna's features, she added "And I do mean a little while. This won't be the thousand-year affair of before—twenty-four hours is all I need. Then, you won't have to worry about fighting me ever again."

Celestia had begun charging her spell while she was speaking, and before Luna could react, she was struck with the beam that would send her, once again, to the moon.

Now alone in the garden, Celestia took a deep breath and looked upwards at the clear blue sky. Everything was coming together.


	22. Chapter 22: Beneath the Earth

Chapter 22: Beneath the Earth

As Applejack, Rarity, Fluttershy and Pinkie Pie chased after the Wonderbolts, they were surprised to find that their quarry never seemed to completely leave their sight. After traveling down countless flights of stairs, they sped through one final doorway and learned why.

Rather than leaping into the air again, the Wonderbolts skidded to a halt. The room was dark, dingy, and filled with barred-off cells built around a central intersection of hallways. The ponies had been lured directly into a dungeon.

Before they had time to act, the Wonderbolts tossed Rainbow Dash into a cell and locked the door just before the pegasus started ramming into it in a vain attempt to escape. She bruised her legs and shoulders badly before giving up and simply glaring furiously at her captors through the bars.

"Perfect," said Blizzard. "That's all four of them."

"Four?" asked Blast. "Aren't there supposed to be five, not counting Rainbow Dash?"

"Hey, you're right," observed Tyco. "We seem to be missing the purple one."

"So you _don't_ know where Twilight is?" asked Rainbow Dash. "None of you do?"

The Wonderbolts all looked at each other. Then, Blizzard said "If your little unicorn friend is still sneaking around the castle, she's doing a much better job of it than any of you. We'll be sure to search for her once you're all locked up."

With that, they charged at the remaining ponies, who braced themselves to fight with every last ounce of strength. Unfortunately, the Wonderbolts were too agile for them, and soon they had managed to snatch Applejack. As they dragged her into a the same cell as Rainbow Dash, Pinkie Pie, Rarity and Fluttershy tried to chase after them, but it was too late for them to make a difference—the Wonderbolts vastly outclassed them in fighting ability, and soon all five of them were locked up together.

_"Hey!"_ shouted Rainbow Dash as they flew away. "Come back here! I'm not finished with you!"

"Maybe you're not," said Blizzard, grinning at her. "I'm sure the princess will be very interested to know that we've managed to capture you at last."

Once the Wonderbolts had gone, Rainbow Dash slumped down on the cold stone floor, ears drooping. "_Now_ what?" she despaired. "Luna was counting on us to find Twilight—hay, all of Equestria was—but now it looks like we can't even save ourselves."

"Rainbow!" chided Applejack. "Is that quitter talk I hear? These bars ain't nothin—watch!"

She turned around and kicked one of the bars of her cell as hard as she could, but only succeeded in giving her leg a very painful jolt.

"Well, so much fer that…" she muttered.

She jumped as she heard rustling coming from the adjacent cell. Everypony turned their heads to see Cheerilee stumbling over to the bars that separated her from the other captives.

"Cheerilee?" asked Pinkie Pie. "What _happened_ to you?"

Her mane and coat looked as though they hadn't been washed in weeks, and her wide eyes and contracted pupils gave her a permanently disturbed look. "They got me a long a time ago," she said in a hollow voice. "They said they were looking for you… so I guess now they can finally relax." She laughed nervously.

"Don't worry, Cheerilee," said Fluttershy. "We'll find a way out, no matter what."

"I'd like to hope so," she tittered. "It certainly won't be pretty if you don't. _Trust me."_

They thought for a while, each of them trying to imagine some new escape strategy. Cheerilee seemed to become lost, staring into space as her eyes grew. Then, Applejack said:

" I know! Rarity, you got any magic that might be able to break us outta here?"

"I wish," sighed Rarity. "I'm afraid my repertoire is much, much more limited than Twilight's… most of my spells deal with sewing, or gems, or precious metals…"

"Wait!" interrupted Pinkie Pie. "That's it!"

"Beg pardon?" asked Rarity.

"The part about precious metals," explained Pinkie Pie. "Can you look for a weak point in the bars?"

Rarity's eyes lit up. "It's worth a try, isn't it?"

Several tense seconds passed as Rarity stared intently at different sections of the bars, her horn glowing. Finally, she said "The good news is here is _one_ weak place in the bars. The bad news is it's too high up to reach."

"Too high up for you, maybe," said Rainbow Dash, flexing her wings. "Just point me to where I need to strike."

Rarity cast a spell to light up a small section of one of the bars, about twelve feet above Rainbow's head. In response, she flew up, turned around, and started bucking it as hard as she could. To everypony's relief, it broke after a few blows, and as she repeated the process, sections of metal started clattering on the ground below. Soon, there was a hole just large enough for Rainbow Dash to slip through, and she landed on the other side, looking in on her friends.

"Wish me luck," she said, but just as she was turning to leave, Pinkie Pie remembered something very important.

"Wait!" she cried. "You forgot the photo!" Dash hastily grabbed it from her through the bars, and then she was off in search of Twilight. Her friends watched her with earnest faith that she could get the job done, while Cheerilee looked on with a detached, mild curiosity before falling asleep.

…

After Twilight had finished her exquisite oat and cucumber salad, she sat down and contemplated what she should do next. She remembered Celestia saying something suggesting the Wonderbolts needed to be kept in check, and realized that the princess might be too busy to handle something like that herself. This seemed like as desirable a route to pursue as any, so she went on her way. Before she was out the door, however, she heard a voice behind her.

"Twilight?" Spike had woken up, and he was now looking at her apprehensively. "Do you really think we can trust the princess?"

"Of course we can," she replied, sounding almost irritated by the question. "If she wanted to hurt us, she's had plenty of opportunities, like when we were sleeping. I've heard her explanation for everything she's done that we thought was questionable, and, for the most part, I'm satisfied that she's making the right decisions."

Spike still wasn't placated. "Don't you get the feeling she might still be hiding something from us?"

"Like what?"

"Like… well…" he fumbled. "…I don't know. It just seems like if Princess Luna's known Celestia for over a thousand years and she doesn't trust her, then maybe there's something that deserves looking into."

"Maybe there is," admitted Twilight, "but I refuse to start sneaking around and following the princess from place to place until I'm presented with ample evidence that I should. Now, if you'll excuse me, I need to go ask Celestia about the Wonderbolts."

"What do you mean, excuse you?" he asked. "Don't I get to come?"

"Sorry, Spike," said Twilight, "but from what I've heard, the Wonderbolts might not take kindly to me telling them how to do their jobs. I think it's safer if you stay here." With that, she teleported away, leaving the frustrated dragon behind.

Celestia wasn't to be found in any of her usual haunts, so Twilight started warping between high-up balconies, trying to get a thorough look at the castle grounds. When she failed to find the princess that way, she went back inside the castle, teleporting through its rooms more or less at random and startling numerous nobleponies on the way.

_This is taking forever_, she thought. _Maybe Celestia isn't in Canterlot at all?_

After several minutes, she did what might be called a double-take mid-teleport, except that the spot she tried to give a second look was gone by the time she rematerialized elsewhere. She concentrated hard to remember where she'd just been, and magically returned there. It turned out to be an old, unused study, with dusty tables and chairs along with disorganized piles of yellowing parchment. There was, however, no sign of the pony that she knew she'd just seen. Deciding there was nothing to lose if she was wrong, she called out:

"Rainbow Dash?"

Almost immediately, the pegasus pony jumped out from behind one of the desks, making Twilight jump. "Twilight!" she cried with glee. "I've been looking all _over_ for you!"

"Rainbow, what are you _doing_ here?"

"It's a long story. Look, just teleport us to the dungeon as fast as you can. All of our friends are imprisoned there."

Twilight instinctively nodded and began to comply and had nearly finished her teleportation spell before she noticed a problem.

"I don't know where the dungeon is," she explained. "I've never been there and the princess never told me about it."

"It's really deep underground," Rainbow Dash quickly explained. "Just take us to someplace you know of that's really deep under the castle, and we should end up close."

Twilight racked her brain until she remembered one of her favorite hiding places from when she was filly. There was a series of secret passages that led to it, starting from behind an old bookcase in a tucked-away corner of one of the castle's many libraries.

Once she'd gotten a firm mental fix on the location, she commenced the teleportation spell. Sure enough, she and Rainbow Dash found themselves squeezed into an extremely cramped closet. As Twilight lit her horn, she noticed with satisfaction that this was definitely where she'd meant to go.

"That's funny," she observed as she tried to disentangle her hoof from Rainbow Dash's wing. "I remembered it being a lot bigger than this."

"Whatever. How do we get out?"

"There should be a door…"

As soon as she'd turned the knob, they tumbled clumsily out into a much larger room. Both ponies sprung to their hooves, worried that their noisy exit might have attracted unwanted attention, but their fears were unfounded—the kitchen they were in, like nearly all of the rooms located this deep inside the cliffs of Canterlot, had seen little use in decades, maybe even centuries.

"Alright," said Twilight, speaking quietly just in case there were guards nearby. "Where to now?"

"I don't know," confessed Rainbow Dash. "I don't remember seeing _this_ room on my way up…"

So they chose a door at random, and navigated the dark hallways, with Twilight leading the way using her magical light. On a whim, she assumed that the dungeons were probably lower still, so whenever they came to a downward staircase, they took it.

It was amazing how much larger Canterlot was than Twilight had realized—why, she wondered, had she never bothered to make a comprehensive map of these passageways as a filly?

Every once in a while, Twilight would ask Rainbow Dash if she recognized the room they were in, but she never did. Eventually, they found a single, extremely long set of stairs which vanished into the darkness beyond the reach of Twilight's horn, and that seemed to lead down into the very bowels of the Earth.

"Here?" prompted Twilight.

Rainbow eyed the stairs with a sense of longing for the thrill of adventure they seemed to promise. On the one hoof, she knew that rescuing her friends had to be their top priority… but on the other, if this was the wrong direction, she still hadn't the foggiest idea which might be the right one.

"Maybe," she answered slowly. "I mean, I know it's really far underground, and we were going pretty fast when we ran down there, so it can't hurt to check."

As they made their way down, Twilight noticed a subtle change in the air. It was getting cooler, but that wasn't it, and it was getting drier, but that wasn't it, either. After hundreds of steps, the… feeling, whatever it was, grew so strong that Twilight stopped and asked Rainbow Dash if she could feel it, too.

"Feel what?"

This was even more puzzling—how could she not notice? Then, it hit her—magic.

"There's some kind of powerful enchantment here," explained Twilight. "I wonder if"—

She was struck by a sudden connection to something she'd forgotten about before. Her heart pounded as the pieces started coming together in her head and she grazed the walls with her sense of magic—then, sure enough, she found what she was looking for: an unusually thick ley-line. Here, at the bottom of this ancient staircase, lay the focal point of the enchantments over Canterlot, and perhaps even those over all of Equestria.

Twilight quickened her pace, prompting Rainbow Dash to do the same. Then, she noticed a large set of double doors at the bottom of the stairs. She opened them with magic so that there was no need to stop running, though she did slow down as she entered the vast vault.

Rainbow Dash shivered with shock as she recognized this place. In the center of this large, round room there was a small, square, metal plate embedded in the ground, right next to a set of magical runes arranged in a circular formation.

"Twilight," urged Rainbow Dash, "be careful, okay?"

"Why wouldn't I be?" As she cast light around the room, she noticed an opening in the back wall with yet another set of downward stairs behind it, wider and rougher than those behind them.

"If we don't find anything down those stairs," said Rainbow Dash nervously, "we should turn around and go back to looking higher up, okay?"

"Sure, okay."

As they started down the new set of stairs, Twilight said "I hope these don't take as long as the last ones did."

It turned out her fear was for naught. This stairway went down about twenty feet before opening into a massive, many-terraced cavern, filled with hundreds, maybe thousands of odd-looking white and off-white statues of unicorns in various positions, many contorted in one way or another, and in various states of disrepair. For some reason, the eyes appeared to be hollowed out.

"Well, this is kinda creepy," decided Rainbow Dash as she trotted up to one of them. "Why would anypony bother putting all these statues down here where nopony can see"—

She froze mid-sentence. Confused and worried, Twilight ran up to her and, seeing the expression of horror on her face, slowly turned her head to examine the statue closely, as Rainbow Dash had. Unable to contain herself, she let out a shrill, terrified scream.

They weren't statues.


	23. Chapter 23: Freedom is Magic

Chapter 23: Freedom is Magic

As the echoes of Twilight's scream faded away, and as both ponies scrambled backwards to put some distance between themselves and the skeletons, Twilight asked, "What is this? Why are they all together like this?"

"I think I know why," said Rainbow Dash. She pulled the photo out from its hiding place in the folds of her wing and showed it to Twilight.

"No," she said in a quavering whisper. "No, no, no… how is this possible?"

"I'm sorry you had to find out," said Rainbow Dash softly, putting a hoof on her friend's shoulder. "We were going to tell you earlier, but we were worried about how it might affect you."

"What does 'we' mean? Who exactly knew about this?"

"It's a long story… but basically, Pinkie Pie, Applejack and I found out when we were in Ponyville. The photo came from a secret resistance group that Cheerilee was a part of."

Twilight was silent, so Rainbow went on: "This is how she does it, Twilight. This is how Celestia keeps those enchantments running. It's the only way for her to get enough magical power, according to Luna."

Twilight sat down, taking a deep, shuddering breath. "I thought she'd solved it," she managed in a voice about an octave higher than her own. "I thought she looked around at her world, full of senseless death and violence, and fixed it so things would be alright… but _this_… oh, Rainbow, it's so horrible, so _unnatural_—why is it like this? Why is there no way out?"

"You're right, Twilight," said Rainbow Dash fiercely. "It _is_ unnatural, which is why we've got to put a stop to it!"

"It's not that simple," choked Twilight, sobbing freely now. "Without the enchantments, ponies all over Equestria will die, and no matter how hard I try to save them with magic, I can only be in one place at once… but if I let them stay, then"—she tried to wave towards the skeletons to indicate them but even this simple task felt like an immense effort to her. "…Then this will keep happening, on and on, forever." She fell down on the stone floor sobbing and covering her head with her hooves in such a way that the room was barely lit by the faint glow from her horn.

"Twilight," urged Rainbow Dash, "you know Celestia's way isn't the right one. If this keeps going on, she'll only need more and more of them. She's just digging herself into a deeper hole that she's afraid to climb out of. That's why you have to _drag_ her out so that the two of you can face the reality of the situation together, no matter how painful it is. You _have_ to."

"H—how do you _do_ it, Rainbow?"

She blinked several times as light flickered towards her between Twilight's hooves. "Do what?"

"I mean, how are you always so positive?" Twilight was sobbing less now, though she didn't look quite ready to stand back up. "No matter how _horrible_ things get, you always have that same brave, confident attitude… it's like you're never really _afraid_, at least not the way I am."

"What way is that?"

"I'm afraid to die, Rainbow."

The words echoed away into the brief silence that followed, spreading outwards into the cold stone walls, into the emptiness of the universe. "Celestia's not going to beat you," Dash replied in a reassuring tone. "You won last time, rememb"—

"That's not what I mean," said Twilight, cutting her off. "I was afraid before, but it was a fear I could handle, but this is different. I know I can win against her, yes, and after that we could rebuild Equestria and find new ways to deal with problems, besides the enchantments, and after that I'm sure we'll all have lots of wonderful adventures like we used to have, but eventually we're all going to grow old and die." She forced out the word "die" laboriously, painfully, as though she were pulling out a large splinter. She shivered as tears continued to run silently down her face.

"It started when I was little. At some point, I realized that I was going to die someday, to stop thinking, feeling, being. I would just keep thinking about it, no matter how much I tried not to—I would imagine myself dying, my family, everypony I cared about. I was young and forgetful, so sometimes the thoughts would go away, and I could be happy for a while… but they kept coming back. I would cry alone in my room, beg the feeling to go away."

"By the time I'd moved to Ponyville, I'd gone a year or two without remembering the fear. It was so wonderful making friends with you and the others… but after that night at the Gala, the fear came back, worse than ever. I realized you were all going to die, too. We're all going to die, and there's nothing we can do about it. What's the point of it all if _that_"—she tried again to wave towards the skeletons—"is going to be _us_. I _can't_—_stop_—_thinking about it_."

A brief silence passed. "You said I wasn't afraid the way you are," said Rainbow Dash slowly, "but I am. I know _exactly_ what you're talking about. Hay, I've been afraid—_terrified_, even—ever since I was little filly and I first learned what death was. The reason I always stay positive is because the way I see it, that's all we can do. If we're always moving closer and closer to death, and it's no use trying to find a way around it, then we still need to find a way to get through life—and not just get through it, but savor it and make it last, and treasure every minute of it."

Twilight had lifted her head up and was staring at her friend with wide, glistening, unblinking eyes. "You know why I like flying so much? It's because the breeze through my wings, the adrenaline rush as I swerve away right before I hit the ground, and my racing heartbeat all make me feel alive. If we live every good day to its fullest, and fight as hard as we can for the right to live and be free on bad days, like this one, then we can always take pride and comfort in knowing that we earn the next breath of air we take, and the next second that we're able to continue this amazing existence. As long as our blood flows and our hearts beat and we can experience things like hope, love and wonder, we have all the reason we need to feel those things. Life is real, the world is real, and you are real. As long as that's the case, you've got something to believe in."

Twilight rose to her hooves now, slowly, unsteadily, silently. Rainbow Dash went on:

"You want to know what the point of it all is? There doesn't _have_ to be a point for life to be worth living. The meaning of life is to live." Twilight swallowed down the pain, staring unblinking into Rainbow Dash's eyes. "Do you feel any better now?" she asked.

" Of course I do," she said, back in her own voice. "You're so completely, absolutely right… oh, how could I have been so blind?" She started walking up the stairs, towards the sacrifice room, and then turned around. "You've saved my life, you know that?"

Rainbow Dash clapped her on the shoulder. "Hey, what are friends for?"

Twilight nodded. "Come on. There's still work to do."

As they were approaching the long stairway, there was a sudden flash of light, and Twilight skidded backwards, pushed by some invisible force. She felt herself stumble as her hooves slipped over some kind of edge on the floor, but she managed to keep her balance.

As the light faded, Twilight cautiously opened her eyes and saw Princess Celestia taking slow, steady steps towards her. Rainbow Dash was thrashing furiously in the air, but Celestia was holding her in place with magic.

Twilight instinctively called upon her own magic, but felt an overpowering sense of numbness, followed by dread, when it failed to come to her. As she moved her hooves, hoping to dodge Celestia's attacks physically, she realized that she was standing on the metal plate next to the center of the circle. Celestia must have seen her make the connection, because she quickly pinned Twilight's hooves down with magic, trapping her in place.

"What is this?" she cried, struggling as hard as she could. "Why can't I cast spells?"

"It's the magnetic plate you're standing on," explained Celestia. "As long as you're touching it, you won't be able to use magic."

Twilight kept trying to disengage her hooves from the plate, but it was no use. "Princess, please…" she begged. "It doesn't have to be this way." Rainbow Dash tried to shout, but Celestia sealed mouth shut so that only furious, muffled yells escaped. It was all too clear now—the work Twilight had done on the enchantments was to prepare them for a massive influx of magical energy, and it was going to come from _her_. She had unknowingly assisted the princess with the preparations for her own sacrifice.

Her body went limp and she stared wide-eyed in terror as Princess Celestia drew nearer, holding out a large knife. Her impassive face betrayed no hint of mercy or hesitation. Twilight's mouth moved wordlessly: she might have been begging for her life, or praying, or something else entirely—she wasn't sure. Her heart sank lower than she thought was possible as the princess came to a stop in front of her.

"Goodbye, Twilight."

She watched in sheer, wild, unbounded terror as Princess Celestia slowly swiveled the blade to the side. Then, in one swift, decisive motion, she swung it…


	24. Chapter 24: The Ultimate Sacrifice

Chapter 24: The Ultimate Sacrifice

…and slit her own throat.

Twilight looked on, too shocked to do anything at all with the information her eyes were sending her, as Celestia's blood spilled out onto the floor. The alicorn fell to her knees and looked her star pupil directly in the eyes one last time before falling over sideways—though "falling" hardly did justice to the gentle, balanced motion. She died as gracefully as she had lived.

In an instant, Twilight's head and back were awash with sharp, intense pain, and she cried out. The room filled with so much light that it was impossible to see anything, though behind a deafening roar she could just barely hear Rainbow Dash desperately calling her name. She thought for a moment that she was dying—yet, strangely, she was too confused and disoriented to feel real fear.

When her senses had returned to her, she had collapsed on the ground and was breathing heavily. She sensed an unprecedented amount of magic pulsing inside her, which reminded her of the enchantments. Alarmed, she closed her eyes and tried to sense what had happened to them, but it seemed they were still active.

As she struggled to her hooves and looked down at Princess Celestia's lifeless, still-bleeding body, the numbness of her initial shock gradually began to wear off. She was vaguely aware of something strange and heavy on her back, though she was in no mood to be curious about it. As a rush of raw anguish filled her, to the point where she felt as though she might burst, and she half-leapt, half-fell towards the princess, wrapping her hooves around her and sobbing into her coat.

After several seconds, she backed away from the body. That weight on her back remained, and she realized there was something attached to her sides. As she tried to shrug it off, her sense of proprioception informed her of strange growths that began somewhere around her shoulder blades…

"Twilight," said Rainbow Dash in awe, "you're… an alicorn."

She couldn't help experimentally flexing her wings. They were real, permanent appendages that, beyond their novelty, were no more foreign than any other part of her body.

"Your horn is longer, too," Rainbow observed, pointing to it. Twilight guessed this meant her magic was even stronger than before, but at the moment, she didn't particularly care.

"We have to put her to rest," Twilight said, so quietly that Rainbow Dash wouldn't have been able to hear her if not for the cavern's acoustics. She levitated the body and carried it back down into the mass unicorn grave, where she placed it in a way that might have made it look like she was sleeping if not for the large bloodstains. Twilight took one last longing look at her princess before turning away and teleporting herself and Rainbow Dash back to the top of the long staircase.

In a confused, dreamlike state, they resumed the search for her friends, wandering through the darkness with no real strategy or pattern. After what might have been a few minutes or several hours, they entered a room that Rainbow Dash said looked familiar, and she took the lead. Then, at last, they reached the final door.

"It's right through here," urged Rainbow Dash. "Hopefully they're all still okay."

As their friends saw Twilight and Rainbow Dash approaching the cell where they were held, there was a rush of confused shouting.

"Dashie, you're back!"

"Did you show her the photo?"

"Twilight, why do you have _wings_?"

She said nothing as she magically tore the door from their cell. Rarity pointed out Cheerilee to her, so she freed the schoolteacher as well. Once everypony was out, Twilight told them to gather around her and teleported them up to the surface.

The bright sunlight and fresh air dazzled them for a few seconds before they were inundated by the commotion of ponies all around them, wondering why they had suddenly appeared out of nowhere and who this new alicorn was. Twilight told her friends she would be back later, then teleported to her tower.

She was immediately greeted by Spike, who had been sitting on her bed but sprang up at the sight of her. "Twilight, those wings!"—

"Spike," she said, in a near-monotone, "I'd really just like to be alone right now."

"Alright, but I think this is something you'll want to see right away."

Her eyes widened as he picked up a scroll from the table, handing it to her. She opened it and read:

_My dearest student Twilight,_

_ Hopefully, by the time you read this, my plans will have come to fruition, and I will be gone. Though I deeply regret the immense burden I am about to place upon you, I have thought long and hard, and decided that this is the best choice I can make for the good of Equestria._

_ You will most likely know by now that I have powered the enchantments on this land with the lives of unicorns—and for centuries, this has weighed heavily on my conscience. Not a day goes by that I'm not haunted by the memories of what I've had to do. Deep down, I think I knew that Luna was right and that this wasn't natural… but I wanted at least some ponies to live happy lives, to exist in blissful ignorance, and so I kept up the enchantments._

_ I have always wished there was some way I could redeem myself, some way I could make Equestria into something better than the nightmarish utopia it is now. As you said, though, being the most powerful being in the world has been a terrible curse; it gave me enough perspective to see just how little difference I was making in the long run._

_ If I lack the resolve to face the consequences and take responsibility for what I've done in my life, then perhaps I have lived long enough already. I am sacrificing myself to you because I believe that you are the best hope for this world. Please, whatever you do, do not try to sacrifice yourself under any circumstances. The process is only effective if the survivor has stronger magic than the sacrifice—otherwise, it is a massive waste. Instead, it is my desire and last wish that you rule as Equestria's new princess._

_ The enchantments should hold for about a year after I am gone; do what you will with them. Reveal the truth of the world to the ponies of Equestria, or try to hide it from them. I only ask that you do what you truly think is right, and avoid my mistakes. Trust in your friends, remain brave in the face of adversity, and don't hesitate to make your country into whatever you think it should be._

_ Lastly, I want you to know that I have always loved you like you were my own daughter. Goodbye, Twilight._

_ Sincerely,_

_ -Princess Celestia_

For the first time in her life, Twilight wished she could die—but, unlike the princess, she didn't have the right to, and earning it would take her thousands of years. She had never known such overwhelming, heart-wrenching pain as now, nor had she even imagined it possible. She had loved Celestia, too, she realized, and now she would never get the chance to tell her so.

Spike had been kind enough to leave while she was reading the letter. Wanting nothing more than to sleep away her anguish for a day, or several days, or weeks, she collapsed on her bed, vacillating between brooding over what had happened and trying very hard not to think at all.


	25. Chapter 25: Open the Door

Chapter 25: Open the Door

Twilight's mourning lasted for weeks, with Spike dutifully ensuring that she didn't starve. Among countless other things, she wondered how long Celestia had been planning this—had the idea been seeded in her mind after their battle in Maneheart? Did the war against Sustria serve as the final straw that made her regret what she'd done in life? Or had Twilight's own cutie mark been the first step in the Princess's plan to create a new, more powerful alicorn? For all Twilight knew, what happened in Maneheart might have just been Celestia's test—a way to find out whether she'd live another thousand years or a few more weeks. Twilight's room became her universe, an echoing chamber to house her pain as she struggled to make sense and meaning of everything that had happened.

The day after Celestia's death, Princess Luna found herself back on Earth, where Rainbow Dash explained to her friends and Luna what had happened, sending the latter into a deep depression of her own. She secluded herself below the castle, not to be seen by anypony.

Meanwhile wild rumors abounded throughout the rest of Canterlot, and shortly afterwards, Ponyville, and the rest of Equestria not long after that. (The most popular story was that Twilight had killed Princess Celestia and taken her powers, though the resistance groups had ample evidence to convince the majority that this was a good thing.)

When Twilight finally did leave her tower, she did so with her head held high, since Celestia had effectively made her the new princess, and given her a solemn duty to every pony in Equestria. She still wasn't sure how she was going to deal with the plagues that would arrive in a year's time, or the famines, but she hadn't forgotten a word of what Rainbow Dash had told her that day, and she had made up her mind about at least one thing.

She gave Pinkie Pie a start by appearing in the middle of Ponyville, and then told her to gather the others. When they were all in her library, she withdrew her final letter from Celestia and showed it to them.

"Wait…" said Rarity as she finished reading. "So, you're the new princess of Equestria?"

"Luna and I both, I think," replied Twilight, "and it's not going to be easy, but I've decided it's what I have to do. Equestria is still in danger of the chaos that will ensue when the enchantments run out, and I have to warn everypony. I'd like you all to come with me to Canterlot so I can let them all know the truth."

In a flash, she and her friends were back in the castle courtyard, amidst ponies who gasped at pointed at the sight of an alicorn in her midst. As whispers rippled through the growing crowd, Twilight called out:

"Where are the Wonderbolts?"

"Staying in their wing of the castle," replied somepony.

"Good. I have something to give them."

Twilight didn't know where the Wonderbolts' wing was, so she tested out her new wings for the first time and let Rainbow Dash lead the way through the air, much to the awe of those on the ground. When she knocked on their door, she was answered by an extremely startled Spitfire.

"Twilight Sparkle!" she gasped, drawing the attention of the other Wonderbolts behind her. "I'd heard you had wings now, but I thought… you know, they were temporary or something."

"No, I'm an alicorn," Twilight clarified. "At the moment, however, I have something much more important to discuss with you all."

Immediately, every Wonderbolt in the room became visibly disconcerted. Realizing they were expecting her to pass judgment for their crimes, she shook her head, saying "No, this isn't about what you've done—it's about what Celestia _forced_ you to do." Seeing that they had no intention of telling her to come inside, she invited herself in, and continued: "From a young age, you all wore cutie marks that represented your abilities to take lives, whether or not that was what you really wanted to do. Under the princess's rule, you were all instrumental to a conspiracy against pigs and ponies alike. However, as the new ruler of Equestria, I believe that nopony should ever be robbed of such a basic right as the freedom of choice, so today, I offer you all that choice: tell me what you want your cutie marks to be, and I will make them so."

They stared at her, either taken aback by her immense generosity or shocked that such a thing would even be possible. Then, Soarin' stepped forward.

"I'm… deeply grateful for your offer," he said, bowing to her after only a little hesitation. "Please, if you will—I'd like my cutie mark to be a lightning bolt with wings, like the symbol on my uniform. Flying has always been my passion… and I'd like the special talent that I show to the world to be my _real_ talent, and not just a cover."

"So be it," said Twilight, and she closed her eyes, concentrating on the complex, delicate magic needed to control cutie marks. The other Wonderbolts and Rainbow Dash all gazed on in awe as the skull on Soarin's flank faded away, and a winged lightning bolt appeared in its place. It was only the slightest change in appearance, but it made all the difference in the world.

"Thank you," said Soarin' softly, bowing once again. "Thank you so much, Princess Twilight." The title sounded strange to her, but she wasn't sure whether or not to correct him, so she merely smiled at him.

"…and what about the rest of you?" she asked. Spitfire wanted her cutie mark changed to a lightning bolt, as did Blast and Tyco, so Twilight repeated the process with each of them. She surveyed those who still wore skulls on their flanks. "Misty, what about you?"

She shrugged, and then winced as the motion sent a wave of pain through her wings, which were both in splints. "I never put much stock in my cutie mark, anyway. My work under Celestia was more like a regular, every-day job than a calling, to be honest."

Twilight raised an eyebrow. "So… you want to keep your mark the way it is?"

Misty looked thoughtful, as though she were deciding what to order at a restaurant. "Actually, do you think you could just remove it? It'd be nice not to have to keep that heavy suit on during the summer."

"I'd think I'd also prefer not to have a cutie mark," Blizzard chimed in. "It always felt like Celestia had _branded_ me with it, like it was a mark of her power over me more than anything else."

Twilight secretly thought they both sounded somewhat ungrateful, but said nothing and acquiesced, removing Misty and Blizzard's cutie marks. Then, she looked around, puzzled.

"There are more than six of you, aren't there?" she asked

"Officially, yes," explained Spitfire, "but Celestia only recruited us for military service. The other Wonderbolts were only ever athletes—they weren't even told there was a war."

Soarin' and the others (except for Misty) expressed their deepest gratitude to Twilight once again. As she and Rainbow Dash were leaving, Spitfire called out:

"Hey, Rainbow Dash!" She looked over her shoulder.

"Well, it's just"—the Wonderbolt fumbled for a moment—"I remember meeting you way back at the gala, and it seems like you really know your stuff when it comes to flying, _especially_ with that sonic rainboom of yours…" As Dash realized where this was going, she felt a heady sense of elation rise up inside her like an intense shiver, threatening to make her dizzy. "…What I'm trying to say," Spitfire managed, "is… Rainbow Dash, how would you like to be a Wonderbolt?"

The young pegasus felt as though her heart might leap out of her mouth. "You mean it?" she cried. "Of _course_ I would!"

"Awesome!" Spitfire exclaimed with visible relief. "I'm glad we can all agree to put the past behind us. Twilight, I hope you don't mind us borrowing your friend for a while?"

"Not at all," replied Twilight. After congratulating Rainbow Dash, she was on her way, swooping back down to Canterlot to give her first public speech as Equestria's ruler.

The swarming mass of ponies gazing upon her with intense curiosity gradually transformed into an attentive audience as the alicorn took her place before a podium. She took a deep breath before addressing them all:

"My fellow ponies: you have all heard by now of the recent departure of our beloved Princess Celestia—and it is safe to assume you're all aware of my own transformation into an alicorn. If there is any doubt as to my right to take up the throne, I have evidence in the form of the princess's own writing, as well as confirmation from her sister, Princess Luna, that Celestia's last wish was for me to take her place. Furthermore, if there is any doubt as to the need for me to rule, you need look no further than the borders of Equestria."

"During Celestia's rule, so much was kept hidden: our nation's true history, the complex enchantments across every one of our cities, and even a secret war against a neighboring country."

"I intend to provide you all with the freedom of knowledge necessary to make informed decisions about the world you live in, because I believe this to be the best way to prepare you for the trials and tribulations that are to come. Specifically, in a year's time, Princess Celestia's enchantments over Equestria—which have been in place for over a thousand years—will dissipate, and we will have face storms, famines, disease, vicious carnivores, and everything else that the princess has protected us from for generations. With my magic, I will do everything I can to mitigate the damage caused by these disasters, but I can't be everywhere at once, which is why everypony in Equestria needs to be ready to do their part when the time comes."

"I know that what I'm telling you today must sound strange and confusing, so perhaps it's best that you all discover the truths of the world for yourselves. Across the southern border of Equestria are the remains of a kingdom of pigs known as Sustria. Over the last several months, Sustria was decimated by our very own royal forces without your consent or knowledge. The pigs are still there, and they can tell you what they've seen. Be warned, however: you may not want to hear what they have to say."

As Twilight expounded upon the many, many secrets that had been kept hidden from her subjects for so long, she thought she saw a change come over them—their sense of complacency and privilege, which had been sorely tried by the death of their supposedly immortal Princess Celestia, had now all but vanished, to be replaced by a sense of uneasiness and fear for the future. At the same time, however, here was a new alicorn who promised to guide them through troubled times, to provide a bastion of hope as the ruins of an encapsulated, blissfully ignorant utopia gave way to an enlightened society prepared to test its resolve against the terrors of the unknown. Death's staggering debt had been paid in full, and on a profound level, everypony present felt that just as a window had closed, a door had opened—and the time had come to open the door, get on the floor, everypony walk the dinosaur.

THE END

_Author's note: there is a sequel to this story entitled "Freedom is Forever" on my page._


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